Common use of Conversion Clause in Contracts

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the Borrower may on any Business Day, upon the Borrower's giving of a Notice of Conversion to the Agent, Convert all or a portion of a Loan of one Type into a Loan of another Type. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the The Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the AgentAdministrative Agent by telecopy, electronic mail or other similar form of communication, Convert all or a portion of a Revolving Loan or Term Loan of one Type into a Revolving Loan or Term Loan, as applicable, of another Type. Any Conversion of a LIBOR Loan into ; provided, however, a Base Rate Loan shall may not be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan Converted into a LIBOR Loan, the Borrower Loan if a Default or Event of Default exists. Each Conversion of Base Rate Loans into LIBOR Loans shall pay accrued interest to the date be in an aggregate minimum amount of Conversion on the principal amount so Converted$1,000,000 and integral multiples of $1,000,000 in excess of that amount. Each such Notice of Conversion shall be given not later than 11:00 10:00 a.m. on the Eastern time 3 Business Day Days prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR LoansConversion. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopyRevolving Lender, or other similar form in the case of transmissiona Conversion of Revolving Loans, and each Term Loan Lender, in the case of a Conversion of Term Loans, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) telecopy, electronic mail or telecopy other similar form of communication in the form of a Notice of Conversion specifying (a) whether the Loans being Converted are Revolving Loans or Term Loans, (b) the requested date of such Conversion, (bc) the Type of Loan to be Converted, (cd) the portion of such Type of Loan to be Converted, (de) the Type of Loan such Loan is to be Converted into and (ef) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the Borrower may on any Business Day, upon the Borrower's giving of a Notice of Conversion to the Agent, Convert the entire amount of all or a portion of a Loan of one Type into a Loan of another Type. Promptly after receipt of a Notice of Conversion, Agent shall notify each Lender by telex or telecopy, or other similar form of transmission of the proposed Conversion. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. 12:00 noon on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (or telecopy confirmed immediately in writing) or telecopy writing if by telephone in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given. Each Conversion from a Base Rate Loan to a LIBOR Loan shall be in an aggregate amount for the Loans of all Lenders of not less than $1,000,000 or integral multiples of $500,000 in excess of that amount.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the Agent, Convert all or a portion of a Loan of one Type into a Loan of another Type. Any Conversion of a LIBOR Rate Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Rate Loan and, upon Conversion of a Base Rate Loan into a LIBOR Rate Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third (3rd) Business Day prior to the date of any proposed Conversion into LIBOR Rate Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each applicable Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Rate Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuingexists, the Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the AgentAdministrative Agent by telecopy, electronic mail or other similar form of communication, Convert all or a portion of a Loan of one Type into a Loan of another Type. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so ConvertedConverted in accordance with Section 2.4. Each such Notice of Conversion shall be given not later than 11:00 9:00 a.m. on the one Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third 3 Business Day Days prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) telecopy, electronic mail or telecopy other similar form of communication in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuingexists, the Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the AgentAdministrative Agent by telecopy, electronic mail or other similar form of communication, Convert all or a portion of a Loan of one Type into a Loan of another Type. Each Conversion of Base Rate Loans into LIBOR Loans shall be in an aggregate minimum amount of $1,000,000 and integral multiples of $100,000 in excess of that amount, and upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted in accordance with Section 2.6. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the Central time three (3) Business Day Days prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into or LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) telecopy, electronic mail or telecopy other similar form of communication in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Notwithstanding the foregoing, the Administrative Agent is authorized to rely upon the telephonic request of any of the Borrower’s Agents. The Borrower’s telephonic notices, requests and acceptances shall be directed to such officers of the Administrative Agent as the Administrative Agent may from time to time designate and shall be followed promptly by the original or a facsimile or electronic mail Notice of Conversion required pursuant to the first sentence of this Section 2.12. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuingexists, the any Borrower may on any Business Day, upon the such Borrower's ’s giving of a Notice of Conversion to the AgentAdministrative Agent by telecopy, electronic mail or other similar form of communication, Convert all or a portion of a Loan denominated in Dollars of one Type into a Loan of another Type; provided, however, that (a) a Loan in one Agreed Currency cannot be voluntarily converted into a Loan in a different Agreed Currency and (b) a Base Rate Loan may not be Converted into a LIBOR Loan if a Default or Event of Default exists. Each Conversion of Base Rate Loans into LIBOR Loans shall be in an aggregate minimum amount of $2,000,000 and integral multiples of $500,000 in excess of that amount. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than (i) 11:00 a.m. on New York City time three (3) Business Days prior to the date of any proposed Conversion into LIBOR Loans and (ii) 11:00 a.m. New York City time two (2) Business Day Days prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) telecopy, electronic mail or telecopy other similar form of communication in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. If a Borrower shall elect a conversion to LIBOR Loans but fail to select an Interest Period for any LIBOR Loan in accordance with this Section, such Borrower shall be deemed to have selected an Interest Period of one month. Each Notice of Conversion shall be irrevocable by and binding on the applicable Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuingexist, the Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the Agent, Convert all or a portion of a Loan of one Type into a Loan of another Type. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuingexists, the Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the AgentAdministrative Agent by telecopy, electronic mail or other similar form of communication, Convert all or a portion of a Loan of one Type into a Loan of another Type. Each Conversion of Base Rate Loans into LIBOR Loans shall be in an aggregate minimum amount of $1,000,000 and integral multiples of $100,000 in excess of that amount, and upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted in accordance with Section 2.6. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 9:00 a.m. on the three (3) Business Day Days prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into or LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) telecopy, electronic mail or telecopy other similar form of communication in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Notwithstanding the foregoing, the Administrative Agent is authorized to rely upon the telephonic request of any of the Borrower’s Agents. The Borrower’s telephonic notices, requests and acceptances shall be directed to such officers of the Administrative Agent as the Administrative Agent may from time to time designate and shall be followed promptly by the original or a facsimile or electronic mail Notice of Conversion required pursuant to the first sentence of this Section 2.12. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuingexists, the Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the Agent, Convert all or a portion of a Loan of one Type into a Loan of another Type. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 9:00 a.m. on the one Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third three Business Day Days prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each Lender by telecopy, electronic mail or other similar form of transmission, transmission of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuingexists, the Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the AgentAdministrative Agent by telecopy, electronic mail or other similar form of communication, Convert all or a portion of a Loan of one Type into a Loan of another Type; provided that Loans of other Types shall not be Converted into Multicurrency Loans or vice versa. Each Conversion of Base Rate Loans into LIBOR Loans shall be in an aggregate minimum amount of $100,000 and integral multiples of $100,000 in excess of that amount, and upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted in accordance with Section 2.6. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the (Pacific time) three (3) Business Day Days prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into or LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) telecopy, electronic mail or telecopy other similar form of communication in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into into, and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuingexists and, without the prior written consent of the Administrative Agent, so long as no Default exists, the Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the Agent, Convert all or a portion of a Loan of one Type into a Loan of another Type. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 9:00 a.m. on the one Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third three Business Day Days prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each Lender by telecopy, electronic mail or other similar form of transmission, transmission of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuingexists, the any Borrower may may, on any U.S. Government Securities Business Day, upon the such Borrower's ’s giving of a Notice of Conversion to the AgentAdministrative Agent by electronic mail or other similar form of communication, Convert all or a portion of a Loan of one Type into a Loan of another Type; provided, however, a Base Rate Loan or Daily SOFR Loan may not be Converted into a Term SOFR Loan if a Default or Event of Default exists. Each Conversion of Base Rate Loans or Daily SOFR Loans into Term SOFR Loans shall be in an aggregate minimum amount of $2,000,000 and integral multiples of $500,000 in excess of that amount. Any Conversion of a LIBOR Term SOFR Loan into a Base Rate Loan or Daily SOFR Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Term SOFR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the (i) 1:00 p.m. Eastern time 3 U.S. Government Securities Business Day Days prior to the date of any proposed Conversion into Base Rate Loans a Daily SOFR Loan or Term SOFR Loan and on the third (ii) 1:00 p.m. Eastern time two (2) Business Day Days prior to the date of any proposed Conversion into LIBOR Loansa Base Rate Loan. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) electronic mail or telecopy other similar form of communication in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Term SOFR Loan, the requested duration of the Interest Period of such Loan. If a Borrower shall elect a conversion to Term SOFR Loans but fails to select an Interest Period for any Term SOFR Loan in accordance with this Section, such Borrower shall be deemed to have selected an Interest Period of one month. Each Notice of Conversion shall be irrevocable by and binding on the applicable Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuingexists, the Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the AgentAdministrative Agent by telecopy, electronic mail or other similar form of communication, Convert all or a portion of a Loan of one Type into a Loan of another Type; provided, however, a Base Rate Loan may not be Converted into a LIBOR Loan if a Default or Event of Default exists. Each Conversion of Base Rate Loans into LIBOR Loans shall be in an aggregate minimum amount of $2,000,000 and integral multiples of $500,000 in excess of that amount. Any Conversion of a LIBOR Loan (other than a LIBOR Daily Loan) into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than (i) 11:00 a.m. three (3) Business Days prior to the date of any proposed Conversion into LIBOR Loans (or, with respect to any proposed Conversion on the Fourth Amendment Effective Date, 11:00 a.m. on the Fourth Amendment Effective Date) and (ii) 11:00 a.m. two (2) Business Day Days prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) telecopy, electronic mail or telecopy other similar form of communication in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan (other than a LIBOR Daily Loan), the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the The Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the Agent, Convert all or a portion of a Loan of one Type into a Loan of another Type; provided, however, a Base Rate Loan may not be Converted to a LIBOR Loan if a Default or Event of Default shall exist. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately promptly in writing) or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower Borrowers once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuingexists, the Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the AgentAdministrative Agent by telecopy, electronic mail or other similar form of communication, Convert all or a portion of a Loan of one Type into a Loan of another Type; provided, however, a Base Rate Loan may not be Converted into a LIBOR Loan if a Default or Event of Default exists. Each Conversion of Base Rate Loans into LIBOR Loans shall be in an aggregate minimum amount of $2,000,000 and integral multiples of $500,000 in excess of that amount. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than (i) 11:00 a.m. on three (3) Business Days prior to the date of any proposed Conversion into LIBOR Loans and (ii) 11:00 a.m. two (2) Business Day Days prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) telecopy, electronic mail or telecopy other similar form of communication in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the Agent, Convert all or a portion of a Revolving Loan of one Type into a Revolving Loan of another Type. Any Conversion of a Revolving Loan that is a LIBOR Rate Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Rate Loan and, upon Conversion of a Base Rate Loan into a LIBOR Rate Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third (3rd) Business Day prior to the date of any proposed Conversion into LIBOR Rate Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each applicable Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Revolving Loan to be Converted, (c) the portion of such Type of Revolving Loan to be Converted, (d) the Type of Revolving Loan such Revolving Loan is to be Converted into and (e) if such Conversion is into a LIBOR Rate Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuingexist, the Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the Agent, Convert all or a portion of a Revolving Loan of one Type into a Revolving Loan of another Type. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the Agent, Convert all or a portion of a Revolving Loan of one Type into a Revolving Loan of another Type. Any Conversion of a Revolving Loan that is a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third (3rd) Business Day prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each applicable Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Revolving Loan to be Converted, (c) the portion of such Type of Revolving Loan to be Converted, (d) the Type of Revolving Loan such Revolving Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the Administrative Agent, Convert all or a portion of a Revolving Loan of one Type into a Revolving Loan of another Type. Any Conversion of a LIBOR Eurodollar Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Eurodollar Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given by Borrower not later than 11:00 a.m. 12:00 noon (a) on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and or (b) on the third second Business Day prior to the date of any proposed Conversion into LIBOR Eurodollar Loans. Promptly after upon receipt of a Notice of ConversionConversion (and in any event not later than 1:00 p.m. on the date of receipt thereof), the Administrative Agent shall notify each Lender by telecopy, telecopy or other similar form of transmission, transmission of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (or telecopy confirmed immediately in writing) or telecopy writing if by telephone, in the form of a Notice of Conversion Conversion, specifying (ai) the requested date of such Conversion, (bii) the Type of Revolving Loan to be Converted, (ciii) the portion of such Type of Revolving Loan to be Converted, (div) the Type of Revolving Loan into which such Revolving Loan is to be Converted into Converted, and (ev) if such Conversion is into a LIBOR Eurodollar Loan, the requested duration of the Interest Period of such Revolving Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given. Notwithstanding the foregoing, the right to convert from a Base Rate Loan to a Eurodollar Loan, or to continue a Eurodollar Loan, shall not be available during the occurrence of a Default or an Event of Default.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the The Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the AgentAdministrative Agent by telecopy, electronic mail or other similar form of communication, Convert all or a portion of a Loan of one Type into a Loan of another Type. Any Conversion Type but of a LIBOR Loan into the same Class; provided, however, a Base Rate Loan shall may not be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan Converted into a LIBOR Loan, the Borrower Loan if a Default or Event of Default exists. Each Conversion of Base Rate Loans of a Class into LIBOR Loans of such Class shall pay accrued interest to the date be in an aggregate minimum amount of Conversion on the principal amount so Converted$1,000,000 and integral multiples of $500,000 in excess of that amount. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the Eastern time 3 Business Day Days prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR LoansConversion. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopy, or other similar form of transmission, holding Loans being Converted of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) telecopy, electronic mail or telecopy other similar form of communication in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type and Class of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and into, (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such LoanLoan and (f) the amount of such LIBOR Loans, if any, that the Borrower has elected to have subject to a Specified Derivatives Contract that provides a hedge against interest rate risks and the Specified Derivatives Contract(s) to which such amount is subject. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuingexists, the Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the AgentAdministrative Agent by telecopy, electronic mail or other similar form of communication, Convert all or a portion of a Loan of one Type into a Loan of another Type; provided, however, a Base Rate Loan may not be Converted into a LIBOR Loan if a Default or Event of Default exists. Each Conversion of Base Rate Loans into LIBOR Loans shall be in an aggregate minimum amount of $2,000,000 and integral multiples of $500,000 in excess of that amount. Any Conversion of a LIBOR Loan (other than a LIBOR Daily Loan) into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than (i) 11:00 a.m. three (3) Business Days prior to the date of any proposed Conversion into LIBOR Loans (or, with respect to any proposed Conversion on the Effective Date, 11:00 a.m. on the Effective Date) and (ii) 11:00 a.m. two (2) Business Day Days prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) telecopy, electronic mail or telecopy other similar form of communication in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan (other than a LIBOR Daily Loan), the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the The Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the AgentAdministrative Agent by telecopy, electronic mail or other similar form of communication, Convert all or a portion of a Loan of one Type into a Loan of another Type; provided, however, (i) a Base Rate Loan may not be Converted into a LIBOR Loan if a Default or Event of Default exists and (ii) no notice shall be required for a Conversion of a LIBOR Loan into a Base Rate Loan on the last day of an Interest Period. Each Conversion of Base Rate Loans into LIBOR Loans shall be in an aggregate minimum amount of $1,000,000 and integral multiples of $100,000 in excess of that amount and upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted in accordance with Section 2.6. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, unless the Borrower shall pay accrued interest pays all applicable compensation pursuant to the date of Conversion on the principal amount so ConvertedSection 5.4. Each such Notice of Conversion shall be given not later than 11:00 9:00 a.m. on the Pacific time three (3) Business Day Days prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR LoansConversion. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) telecopy, electronic mail or telecopy other similar form of communication in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the The Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the AgentAdministrative Agent by telecopy, electronic mail or other similar form of communication, Convert all or a portion of a Loan of one Type into a Loan of another Type; provided, however, (i) a Base Rate Loan may not be Converted into a LIBOR Loan if a Default or Event of Default exists and (ii) no notice shall be required for a Conversion of a LIBOR Loan into a Base Rate Loan on the last day of an Interest Period. Each Conversion of Base Rate Loans of the same Class into LIBOR Loans of the same Class shall be in an aggregate minimum amount of $1,000,000 and integral multiples of $100,000 in excess of that amount and upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted in accordance with Section 2.6. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, unless the Borrower shall pay accrued interest pays all applicable compensation pursuant to the date of Conversion on the principal amount so ConvertedSection 5.4. Each such Notice of Conversion shall be given not later than 11:00 9:00 a.m. on the Pacific time three (3) Business Day Days prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR LoansConversion. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopy, or other similar form of transmission, holding Loans being Converted of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) telecopy, electronic mail or telecopy other similar form of communication in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type and Class of Loan to be Converted, (c) the portion of such Type and Class of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default The Borrower shall have occurred and be continuingthe option, the Borrower may on any Business Day, upon the Borrower's giving of to extend existing Eurocurrency Rate Loans into a Notice of Conversion subsequent Interest Period or to the Agent, Convert all or a portion of a Loan convert Revolving Loans of one Type type into a Loan Revolving Loans of another Type. Any Conversion of a LIBOR Loan type; provided, however, that (i) except as provided in Section 3.7, Eurocurrency Rate Loans may be converted into a Base Rate Loan shall be made on, and Loans only on, on the last day of an Interest Period for such LIBOR Loan andapplicable thereto, upon Conversion of a (ii) Eurocurrency Rate Loans may be extended, and Base Rate Loan Loans may be converted into a LIBOR LoanEurocurrency Rate Loans, the Borrower shall pay accrued interest to only if no Default or Event of Default is in existence on the date of Conversion on the principal amount so Convertedextension or conversion, (iii) Revolving Loans extended as, or converted into, Eurocurrency Rate Loans shall be in such minimum amounts as provided in Section 2.2(b), and (iv) any request for extension of or conversion to a Eurocurrency Rate Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such extension or conversion shall be effected by the Borrower by giving written notice (or telephone notice promptly confirmed in writing) to the Administrative Agent substantially in the form of Schedule 3.2 (a “Notice of Conversion shall be given not later than 11:00 a.m. Extension/Conversion”) prior to 10:00 A.M. (Charlotte, North Carolina time) on (x) the same Business Day of, in the case of Base Rate Loans and (y) on the second Business Day prior to to, in the case of Eurocurrency Rate Loans the date of the proposed extension or conversion, specifying the date of the proposed extension or conversion, the Revolving Loans to be so extended or converted, the types of Revolving Loans into which such Revolving Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension or conversion to any proposed Conversion Eurocurrency Rate Loan shall be deemed to be a reaffirmation by the Borrower that no Default or Event of Default then exists. In the event the Borrower fails to request extension of or conversion to any Eurocurrency Rate Loan in accordance with this Section, or any such conversion or extension is not permitted or required by this Section, then such Revolving Loans shall be automatically converted into Base Rate Loans and on at the third Business Day prior to the date end of their Interest Period. The Administrative Agent shall give each Lender notice as promptly as practicable of any such proposed Conversion into LIBOR conversion affecting any Revolving Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuingexists, the Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the Agent, Convert all or a portion of a Loan of one Type into a Loan of another Type. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 9:00 a.m. on the San Francisco time one Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third three Business Day Days prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each Lender by telecopy, electronic mail or other similar form of transmission, transmission of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the Borrower may on any Business Day, upon the Borrower's giving of a Notice of Conversion to the Administrative Agent, Convert all or a portion of a Loan of one Type into a Loan of another Type. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. 12:00 noon on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopy, telecopy or other similar form of transmission, transmission of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the Borrower may on any Business Day, upon the Borrower's giving of a Notice of Conversion to the Agent, Convert all or a portion of a Loan of one Type into a Loan of another Type. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 9:00 a.m. on the one Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third three Business Day Days prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each Lender by telex or telecopy, or other similar form of transmission, transmission of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the Borrower Company may on any Business Day, upon the BorrowerCompany's giving of a Notice of Conversion to the Disbursing Agent, Convert all or a portion of a Loan of one Type into a Loan of another Type. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given by the Company not later than 11:00 a.m. 12:00 noon (a) on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and or (b) on the third second Business Day prior to the date of any proposed Conversion into LIBOR Loans. Promptly after upon receipt of a Notice of ConversionConversion (and in any event not later than 1:00 p.m. on the date of receipt thereof), the Disbursing Agent shall notify each Lender by telecopy, telecopy or other similar form of transmission, transmission of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (or telecopy confirmed immediately in writing) or telecopy writing if by telephone, in the form of a Notice of Conversion specifying (a1) the requested date of such Conversion, (b2) the Type of Loan to be Converted, (c3) the portion of such Type of Loan to be Converted, (d4) the Type of Loan such Loan is to be Converted into and (e5) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the applicable Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the The Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the Administrative Agent, Convert all or a portion of a Loan of one Type into a Loan of another Type; provided, however, a Base Rate Loan may not be Converted to a LIBOR Loan if an Event of Default shall exist. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender holding Loans being Converted by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) ), electronic mail or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type and Class of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as there exists no Default or Event of Default shall have occurred and be continuingDefault, the Borrower may on any Business Day, upon the Borrower's giving of a Notice of Conversion to the AgentAdministrative Agent by telecopy, electronic mail or other similar form of communication, Convert all or a portion of a Loan of one Type into a Loan of another Type. Each Conversion of Base Rate Loans into LIBOR Loans shall be in an aggregate minimum amount of $100,000 and integral multiples of $1,000 in excess of that amount, and upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted in accordance with Section 2.4. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the Central time one Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third three (3) Business Day Days prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) telecopy, electronic mail or telecopy other similar form of communication in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuingexists, the Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the AgentAdministrative Agent by telecopy, electronic mail or other similar form of communication, Convert all or a portion of a Loan of one Type into a Loan of another Type; provided, however, a Base Rate Loan may not be Converted into a LIBOR Loan if a Default or Event of Default exists. Each Conversion of Base Rate Loans into LIBOR Loans shall be in an aggregate minimum amount of $2,000,000 and integral multiples of $500,000 in excess of that amount. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than (i) 11:00 a.m. three (3) Business Days prior to the date of any proposed Conversion into LIBOR Loans (or, with respect to any proposed Conversion on the Fourth Amendment Effective Date, 11:00 a.m. on the Fourth Amendment Effective Date) and (ii) 11:00 a.m. two (2) Business Day Days prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) telecopy, electronic mail or telecopy other similar form of communication in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuingSubject to Section 2.3(a), the Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the AgentAdministrative Agent by telecopy, electronic mail or other similar form of communication or telephonic notice of any proposed Conversion, Convert all or a portion of a Loan of one Type into a Loan of another Type. Any such telephonic notice shall include all information required to be included in a Notice of Conversion and shall be promptly confirmed in writing by the Borrower pursuant to a Notice of Conversion sent to the Administrative Agent on the same day of the giving of any such telephonic notice. Each Conversion of a LIBOR Loan into a Base Rate Loan Loans into LIBOR Loans shall be made on, in an aggregate minimum amount of $1,000,000 and only onintegral multiples of $250,000 in excess of that amount (or if less, the last day entire remaining amount of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted). Each such Notice of Conversion shall be given not later than 11:00 a.m. on the 12:00 p.m. Luxembourg time 3 Business Day Days prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR LoansConversion. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) telecopy, electronic mail or telecopy other similar form of communication in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan; provided that if the Borrower does not specify a duration, then the Borrower will be deemed to have requested an Interest Period of one month. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the Borrower may on any Business Day, upon the Borrower's giving of a Notice of Conversion to the Agent, Convert the entire amount of all or a portion of a Revolving Loan of one Type into a Revolving Loan of another Type. Promptly after receipt of a Notice of Conversion, the Agent shall notify each Lender by telex or telecopy, or other similar form of transmission of the proposed Conversion. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 9:00 a.m. on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (or telecopy confirmed immediately in writing) or telecopy writing if by telephone in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Revolving Loan to be Converted, (c) the portion of such Type of Revolving Loan to be Converted, (d) the Type of Revolving Loan such Revolving Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Revolving Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given. Each Conversion from a Base Rate Loan to a LIBOR Loan shall be in an aggregate amount for the Revolving Loans of all the Lenders of not less than $1,000,000 or integral multiples of $100,000 in excess of that amount.

Conversion. So The Borrower may on any Business Day (so long as no Default or Event of Default shall have has occurred and be is continuing, the Borrower may on any Business Day), upon the Borrower's giving of notice (each such notice, a "Notice of Conversion Conversion") given to the Agent, Convert all and subject to the provisions of Section 4.8(c), convert the entire amount of or a portion of a Loan all Revolving Loans of one Type comprising the same Borrowing into a Loan Revolving Loans of another Type. Any Conversion ; provided, however, that any conversion of a LIBOR Loan any Eurodollar Rate Loans into a Base Rate Loan Revolving Loans of another Type shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan Eurodollar Rate Loans and, upon Conversion conversion of a Base any Prime Rate Loan Loans into a LIBOR LoanRevolving Loans of another Type, the Borrower shall pay accrued interest to the date of Conversion conversions on the principal amount so Convertedconverted. Each such Notice of Conversion shall be given not later than 11:00 a.m. 12:00 P.M. New York City time on the Business Day prior to the date of any proposed Conversion conversion into Base Prime Rate Loans and on the third Business Day prior to the date of any proposed Conversion conversion into LIBOR Eurodollar Rate Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (or facsimile transmission, and if by telephone, promptly confirmed immediately in writing) or telecopy writing substantially in the form of a Notice of Conversion Exhibit H, in each case specifying (ai) the requested date of such Conversionconversion, (bii) the Type of Loan Revolving Loans to be Convertedconverted, (ciii) the portion of such Type of Revolving Loan to be Convertedconverted, (div) the Type of Revolving Loan such Loan is Revolving Loans are to be Converted converted into and (ev) if such Conversion conversion is into a LIBOR LoanEurodollar Rate Loans, the requested duration of the Interest Period of such Revolving Loan. Each Notice of Conversion conversion shall be irrevocable in an aggregate amount for the Revolving Loans of all Lenders of not less than $5,000,000 or an integral multiple of $100,000 in excess thereof. The Borrower may elect to convert the entire amount of or a portion of all Revolving Loans of one Type comprising more than one Borrowing into Revolving Loans of another Type by and binding combining such Borrowings into one Borrowing consisting of Revolving Loans of another Type; provided, however, that if the Borrowings so combined consist of Eurodollar Rate Loans, such Revolving Loans shall have Interest Periods ending on the Borrower once givensame date.

Conversion. So long as no Default or Event of Default shall have occurred and be continuingexists, the Borrower may on any Business Day, upon the Borrower's giving of a Notice of Conversion to the Agent, Convert all or a portion of a Loan of one Type into a Loan of another Type. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 9:00 a.m. on the one Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third three Business Day Days prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each Lender by telecopy, electronic mail (but in the case of electronic mail, only to any Lender which has approved delivery of such notice by electronic mail) or other similar form of transmission, transmission of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the The Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the AgentAdministrative Agent by telecopy, electronic mail or other similar form of communication, Convert all or a portion of a Loan of one Type into a Loan of another Type. Any Conversion ; provided, however, no Loan may be Converted into a SOFR Loan if an Event of a LIBOR Loan into Default exists, but shall be automatically converted to a Base Rate Loan shall be made on, and only on, on (a) the last day of an the Interest Period relating thereto for such LIBOR a Term SOFR Loan and, upon Conversion ending during the continuance of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to any Event of Default or (b) the date of any such Event of Default for a Daily Simple SOFR Loan. Each Conversion on of Base Rate Loans of the principal same Class into SOFR Loans of the same Class shall be in an aggregate minimum amount so Convertedof $1,000,000 and integral multiples of $250,000 in excess of that amount. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the 2:00 p.m. Eastern time 3 Business Day Days prior to the date of any proposed Conversion into Base Rate Loans and such Conversion shall only be made on (a) the third Business Day prior last day of the Interest Period with respect to any such Loan that is a Term SOFR Loan, or (b) the applicable interest payment date of with respect to any proposed Conversion into LIBOR Loanssuch Loan that is a Daily Simple SOFR Loan. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopy, or other similar form of transmission, holding Loans being Converted of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) telecopy, electronic mail or telecopy other similar form of communication in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type and Class of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Term SOFR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So (a) Each Borrowing initially shall be of the Type specified in the applicable Notice of Borrowing. Thereafter, subject to Section 2.17, and so long as no Default or Event of Default shall have occurred and be continuing, the Borrower may on shall have the option: (i) To convert, at any Business Daytime, upon the Borrower's giving of a Notice of Conversion to the Agent, Convert all or a portion any part of a any Loan equal to $100,000 and integral multiples of $100,000 in excess of that amount from one Type into of Loan to another Type of Loan; provided that a SOFR Loan may only be converted on the expiration of another Type. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for applicable to such LIBOR SOFR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, unless the Borrower shall pay accrued interest all amounts due under Section 2.20 (ii) [Reserved]. (b) The Borrower shall deliver to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of Administrative Agent a Notice of Conversion, the Agent shall notify each Lender by telecopy, written notice (or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (a telephonic notice promptly confirmed immediately in writing) or telecopy of each Type of Loan that is to be converted, substantially in the form of Exhibit 2.14 attached hereto (a “Notice of Conversion specifying Conversion”) no later than 1:00 p.m. (aNew York City time) the requested date of such Conversion, at least one (b1) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration Business Day in advance of the Interest Period proposed conversion date (in the case of such a conversion to a Base Rate Loan) and at least three (3) U.S. Government Securities Business Days in advance of the proposed conversion date (in the case of a conversion to a SOFR Loan). Each Notice of Conversion shall be irrevocable by irrevocable, and binding the Borrower shall be bound to effect a conversion in accordance therewith. (c) If, on the expiration of any Interest Period in respect of any SOFR Loan, the Borrower once givenshall have failed to deliver a Notice of Conversion, then, unless such SOFR Loan is repaid as provided herein, such SOFR Loan shall continue as a SOFR Loan with the applicable Interest Period relating thereto. (d) Upon receipt of any Notice of Conversion, the Administrative Agent shall promptly notify each Lender of the details thereof.

Conversion. So long as no Default or Event of Default shall have occurred and be continuingSubject to Section 2.5.(a), the Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the AgentAdministrative Agent by telecopy, electronic mail or other similar form of communication or telephonic notice of any proposed Conversion, Convert all or a portion of a Loan of one Type into a Loan of another Type. Any such telephonic notice shall include all information required to be included in a Notice of Conversion and shall be promptly confirmed in writing by the Borrower pursuant to a Notice of Conversion sent to the Administrative Agent on the same day of the giving of any such telephonic notice. Each Conversion of a LIBOR Loan into a Base Rate Loan Loans into LIBOR Loans shall be made on, in an aggregate minimum amount of $1,000,000 and only on, the last day integral multiples of an Interest Period for such LIBOR Loan and, upon Conversion $250,000 in excess of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Convertedthat amount. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the 12:00 p.m. Central time 3 Business Day Days prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR LoansConversion. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) telecopy, electronic mail or telecopy other similar form of communication in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan; provided that if the Borrower does not specify a duration, then the Borrower will be deemed to have requested an Interest Period of one month. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the The Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the Administrative Agent, Convert all or a portion of a Revolving Loan or a Term Loan (including a Base Rate Loan made pursuant to Section 2.3.(e)) of one Type into a Loan of another Type; provided, however, a Base Rate Loan may not be Converted to a LIBOR Loan if a Default or Event of Default shall exist. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuingexists, the Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the Administrative Agent, Convert all or a portion of a Loan of one Type into a Loan of another Type. Any Conversion of a LIBOR LIBORSOFR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon LIBORSOFR Loan. Each Conversion of a Base Rate Loan Loans into a LIBOR Loan, the Borrower LIBORSOFR Loans shall pay accrued interest to the date be in an aggregate minimum amount of Conversion on the principal amount so Converted$1,000,000 and integral multiples of $250,000 in excess of that amount. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the (Central time) one (1) U.S. Government Securities Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third three (3) U.S. Government Securities Business Day Days prior to the date of any proposed Conversion into LIBOR LIBORSOFR Loans. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopyfacsimile, or other similar form of transmission, transmission of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) ), facsimile, electronic mail or telecopy other similar form of communication in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into into, and (e) if such Conversion is into a LIBOR LIBORSOFR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuingexists, the Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the AgentAdministrative Agent by telecopy, electronic mail or other similar form of communication, Convert all or a portion of a Loan of one Type into a Loan of another Type. Each Conversion of Base Rate Loans into LIBOR Loans shall be in an aggregate minimum amount of One Million Dollars ($1,000,000) and integral multiples of One Hundred Thousand Dollars ($100,000) in excess of that amount, and upon Conversion of a Base Rate Loan into a LIBOR Loan, Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted in accordance with Section 2.2. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the 12:00 noon three (3) Business Day Days prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into or LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) telecopy, electronic mail or telecopy other similar form of communication in the form of a Notice of Conversion specifying specifying: (a) the requested date of such Conversion, ; (b) the Type of Loan to be Converted, ; (c) the portion of such Type of Loan to be Converted, ; (d) the Type of Loan such Loan is to be Converted into into; and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the The Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the Agent, Convert all or a portion of a Loan of one Type into a Loan of another Type; provided, however, a Base Rate Loan may not be Converted to a LIBOR Loan if an Event of Default shall exist. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.such

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the Agent, Convert all or a portion of a Loan of one Type into a Loan of another Type. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the Borrower may on any Business Day, upon the Borrower's giving of a Loan Notice of Conversion to the Administrative Agent, Convert all or a portion of a Loan of one Type into a Loan of another Type. Any Conversion of a LIBOR Eurodollar Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Eurodollar Loan and, upon Conversion of a Base Rate Loan into a LIBOR Eurodollar Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Loan Notice of Conversion shall be given not later than 11:00 a.m. 12:00 noon on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR Eurodollar Loans. Promptly after receipt of a Notice of ConversionLoan Notice, the Administrative Agent shall notify each Lender by telecopy, telecopy or other similar form of transmission, transmission of the proposed Conversion. Subject to the restrictions specified above, each Loan Notice of Conversion shall be by telephone (confirmed immediately in writing) or telecopy in the form of a Loan Notice of Conversion (a) specifying (ai) the requested date of such Conversion, (bii) the Type of Loan to be Converted, (ciii) the portion of such Type of Loan to be Converted, (div) the Type of Loan such Loan is to be Converted into and (ev) if such Conversion is into a LIBOR Eurodollar Loan, the requested duration of the Interest Period of such Loan. , and (b) containing certifications of the Borrower with respect to the conditions set forth in Section 5.2 clauses (b) through (d) as set forth in Exhibit C. Each Loan Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the The Borrower may on any U.S. Government Securities Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the AgentAdministrative Agent by telecopy, electronic mail or other similar form of communication, Convert all or a portion of a Loan of one Type into a Loan of another Type; provided, however, a Base Rate Loan or Daily SOFR Loan may not be Converted into a Term SOFR Loan if a Default or Event of Default exists. Each Conversion of Base Rate Loans or Daily SOFR Loans into Term SOFR Loans shall be in an aggregate minimum amount of $1,000,000 and integral multiples of $250,000 in excess of that amount. Any Conversion of a LIBOR Term SOFR Loan into a Base Rate Loan or Daily SOFR Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Term SOFR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the (i) 1:00 p.m. Central time three (3) U.S. Government Securities Business Day Days prior to the date of any proposed Conversion into Base Rate Loans a Daily SOFR Loan or Term SOFR Loan and on the third (ii) 1:00 p.m. Central time three (3) Business Day Days prior to the date of any proposed Conversion into LIBOR Loansa Base Rate Loan. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) telecopy, electronic mail or telecopy other similar form of communication in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Term SOFR Loan, the requested duration of the Interest Period of such Loan. If the Borrower shall elect a conversion to Term SOFR Loans but fails to select an Interest Period for any Term SOFR Loan in accordance with this Section, the Borrower shall be deemed to have selected an Interest Period of one month. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the Borrower may on any Business Day, upon the Borrower's giving of a Notice of Conversion to the Agent, Convert all or a portion of a Loan of one Type into a Loan of another Type. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. 12:00 noon on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each Lender by telecopy, telecopy or other similar form of transmission, transmission of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So The Borrowers may on any Business Day (so long as no Default or Event of Default shall have has occurred and be is continuing, the Borrower may on any Business Day), upon the Borrower's giving of notice (each such notice, a "Notice of Conversion Conversion") given to the Agent, Convert all and subject to the provisions of Section 4.14.3, convert the entire amount of or a portion of a Loan all Revolving Loans of one Type comprising the same Borrowing into a Loan Revolving Loans of another the other Type. Any Conversion ; provided, that any conversion of a any LIBOR Loan Rate Loans into a Base Rate Loan Loans shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan Rate Loans and, upon Conversion conversion of a any Base Rate Loan Loans into a LIBOR LoanRate Loans, the Borrower Borrowers shall pay accrued interest to the date of Conversion conversion on the principal amount so Convertedconverted. Each such Notice of Conversion shall be given not later than 11:00 a.m. noon Chicago time on the Business Day prior to the date of any proposed Conversion conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion conversion into LIBOR Rate Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (or facsimile transmission, and if by telephone, promptly confirmed immediately in writing) or telecopy , substantially in the form of a Notice of Conversion Exhibit D-1, in each case specifying (ai) the requested date of such Conversionconversion, (bii) the Type of Loan Revolving Loans to be Convertedconverted, (ciii) the portion of such Type of Revolving Loan to be Convertedconverted, (div) the Type of Loan Revolving Loans such Loan is Revolving Loans are to be Converted converted into and (ev) if such Conversion conversion is into a LIBOR LoanRate Loans, the requested duration of the Interest Period of such Revolving Loan. Each Notice of Conversion conversion shall be irrevocable in an aggregate amount of not less than $5,000,000 or an integral multiple of $1,000,000 in excess thereof. The Borrowers may elect to convert the entire amount of or a portion of all Revolving Loans of one Type comprising more than one Borrowing into Revolving Loans of another Type by and binding combining such Borrowings into one Borrowing; provided, that if the Borrowings so combined consist of LIBOR Rate Loans, such Loans shall have Interest Periods ending on the Borrower once givensame date.

Conversion. So long as no Default or Event of Default shall have occurred and be continuingexists, the Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the Administrative Agent, Convert all or a portion of a Loan of one Type into a Loan of another Type. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Loan. Each Conversion of a Base Rate Loan Loans into a LIBOR Loan, the Borrower Loans shall pay accrued interest to the date be in an aggregate minimum amount of Conversion on the principal amount so Converted$1,000,000 and integral multiples of $250,000 in excess of that amount. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the (Central time) one Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third three Business Day Days prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopy, or other similar form of transmission, transmission of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) ), telecopy, electronic mail or telecopy other similar form of communication in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into into, and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the Borrower The Borrowers may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the Agent, Convert all or a portion of a Loan of one Type into a Loan of another Type; provided, however, a Base Rate Loan may not be Converted to a LIBOR Loan if a Default or Event of Default shall exist. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower Borrowers shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower Borrowers once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the Agent, Convert all or a portion of a Revolving Loan of one Type into a Revolving Loan of another Type. Any Conversion of a Revolving Loan that is a LIBOR Rate Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Rate Loan and, upon Conversion of a Base Rate Loan into a LIBOR Rate Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third (3rd ) Business Day prior to the date of any proposed Conversion into LIBOR Rate Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each applicable Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Revolving Loan to be Converted, (c) the portion of such Type of Revolving Loan to be Converted, (d) the Type of Revolving Loan such Revolving Loan is to be Converted into and (e) if such Conversion is into a LIBOR Rate Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuingexists, the Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the AgentAdministrative Agent by telecopy, electronic mail or other similar form of communication, Convert all or a portion of a Loan of one Type into a Loan of another Type. Any Conversion of a LIBOR Term SOFR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Term SOFR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Term SOFR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so ConvertedConverted in accordance with Section 2.4. Each such Notice of Conversion shall be given not later than 11:00 9:00 a.m. on the (i) one Business Day prior to the date of any proposed Conversion into Base Rate Loans, (ii) on the date (which shall be a U.S. Government Securities Business Day) of any proposed Conversion into Daily Simple SOFR Loans and on the third (iii) 3 U.S. Government Securities Business Day Days prior to the date of any proposed Conversion into LIBOR SOFR Loans. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) telecopy, electronic mail or telecopy other similar form of communication in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Term SOFR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So The Company may on any Business Day (so long as no Default or Event of Default shall have has occurred and be is continuing, ) unless otherwise agreed to by the Borrower may on any Business DayMajority Banks, upon the Borrower's giving of a Notice of Conversion given to the Administrative Agent, Convert all and subject to the provisions of Section 4.07(c), convert the entire amount of or a portion of a Loan all Loans of one Type comprising the same Borrowing into a Loan Loans of another Type. Any Conversion ; provided, however, that any conversion of a LIBOR Loan any Eurodollar Rate Loans into a Base Prime Rate Loan Loans shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan Eurodollar Rate Loans and, upon Conversion conversion of a Base any Prime Rate Loan Loans into a LIBOR LoanEurodollar Rate Loans, the Borrower Company shall pay accrued interest to the date of Conversion conversions on the principal amount so Convertedconverted. Each such Notice of Conversion shall be given not later than 11:00 a.m. 1:00 p.m. (New York City time), on the Business Day prior to the date day of any proposed Conversion conversion into Base Prime Rate Loans and not later than 5:00 p.m. (New York City time) on the third Business Day prior to the date of any proposed Conversion conversion into LIBOR Eurodollar Rate Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (or facsimile transmission and, if by telephone, promptly confirmed immediately in writing) or telecopy , in the form of a Notice of Conversion each case specifying (ai) the requested date of such Conversionconversion, (bii) the Type of Loan Loans to be Convertedconverted, (ciii) the portion of such Type of Loan to be Convertedconverted, (div) the Type of Loan such Loan is Loans are to be Converted converted into and (ev) if such Conversion conversion is into a LIBOR LoanEurodollar Rate Loans, the requested duration of the Interest Period of such Loan. Each Notice of Conversion conversion shall be irrevocable in an aggregate amount for the Loans of all Tranche 2 Banks of not less than $5,000,000 or in an integral multiple of $1,000,000 in excess thereof. The Company may elect to convert the entire amount of or a portion of all Loans of one Type comprising more than one Borrowing into Loans of another Type by and binding combining such Borrowings into one Borrowing consisting of Loans of another Type; provided, however, that if the Borrowings so combined consist of Eurodollar Rate Loans, such Loans shall have Interest Periods ending on the Borrower once givensame date.

Conversion. So The Borrowers may on any Business Day (so long as no Default or Event of Default shall have has occurred and be is continuing, the Borrower may on any Business Day), upon notice substantially in the Borrower's giving form of Exhibit E (each such notice, a Notice of Conversion "NOTICE OF CONVERSION") given to the Agent, Convert all and subject to the provisions of Section 4.8(c), convert the entire amount of or a portion of a Loan all Loans of one Type comprising the same Borrowing into a Loan Loans of another Type. Any Conversion ; PROVIDED, HOWEVER, that any conversion of a LIBOR Loan any Eurodollar Rate Loans into a Base Rate Loan Loans of another Type shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan Eurodollar Rate Loans and, upon Conversion conversion of a Base any Prime Rate Loan Loans into a LIBOR LoanLoans of another Type, the Borrower Borrowers shall pay accrued interest to the date of Conversion conversion on the principal amount so Convertedconverted. Each such Notice of Conversion shall be given not later than 11:00 10:00 a.m. (New York City time) on the Business Day prior to the date of any proposed Conversion conversion into Base Prime Rate Loans and on the third Business Day prior to the date of any proposed Conversion conversion into LIBOR Eurodollar Rate Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (or facsimile transmission, and if by telephone, promptly confirmed immediately by a writing, in writing) or telecopy in the form of a Notice of Conversion each case specifying (ai) the requested date of such Conversionconversion, (bii) the Type of Loan Loans to be Convertedconverted, (ciii) the portion of such Type of Loan to be Convertedconverted, (div) the Type of Loan such Loan is Loans are to be Converted converted into and (ev) if such Conversion is Loans are converted into a LIBOR LoanEurodollar Rate Loans, the requested duration length of the Interest Period of such Loanwith respect thereto. Each Notice of Conversion conversion shall be irrevocable in an aggregate amount for the Loans of all Lenders of not less than $1,000,000 or an integral multiple of $100,000 in excess thereof. The Borrowers may elect to convert the entire amount of or a portion of all Loans of one Type comprising more than one Borrowing into Loans of another Type by and binding combining such Borrowings into one Borrowing; PROVIDED, HOWEVER, that if the Borrowings so combined consist of Eurodollar Rate Loans, such Loans shall have Interest Periods ending on the Borrower once givensame date.

Conversion. So long as no Default or Event of Default shall have occurred and be continuingexists, the Borrower Representative may on any Business Day, upon the Borrower's Borrower Representative’s giving of a Notice of Conversion to the AgentAdministrative Agent by telecopy, electronic mail or other similar form of written communication, Convert all or a portion of a Loan of one Type into a Loan of another Type; provided, however, that a Base Rate Loan may not be Converted into a LIBOR Loan if a Default or Event of Default exists. Each Conversion of Base Rate Loans into LIBOR Loans shall be in an aggregate minimum amount of $5,000,000 and integral multiples of $1,000,000 in excess of that amount. Each Conversion of LIBOR Loans into Base Rate Loans shall be in an aggregate minimum amount of $500,000 and integral multiples of $100,000 in excess of that amount. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the New York City time three (3) Business Day Days prior to the date of any proposed Conversion into of Base Rate Loans and on the third Business Day prior to the date into LIBOR Loans or of any proposed Conversion of LIBOR Loans into LIBOR Base Rate Loans. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) telecopy, electronic mail or telecopy other similar form of written communication in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. If the Borrower Representative shall elect a conversion to LIBOR Loans but fail to select an Interest Period for any LIBOR Loan in accordance with this Section, the Borrower Representative shall be deemed to have selected an Interest Period of one month and if the Borrower Representative fails to give a timely notice requesting a Conversion to LIBOR Loans, then the applicable Loans shall be Continued as Base Rate Loans. Each Notice of Conversion shall be irrevocable by and binding on the Borrower Borrowers once given.

Conversion. So long as there exists (i) no Default under subsections (a), (b)(i), (b)(ii), (e) or (f) of Section 11.1 of this Agreement, (ii) no other Default as to which Administrative Agent has given Borrower notice, or (iii) no Event of Default shall have occurred and be continuingDefault, the Borrower may on any Business Day, upon the Borrower's giving of a Notice of Conversion to the AgentAdministrative Agent by telecopy, electronic mail or other similar form of communication, Convert all or a portion of a Loan of one Type into a Loan of another Type. Each Conversion of Base Rate Loans into LIBOR Loans shall be in an aggregate minimum amount of $100,000 and integral multiples of $1,000 in excess of that amount, and upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted in accordance with Section 2.3. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 9:00 a.m. on the one Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third three (3) Business Day Days prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) telecopy, electronic mail or telecopy other similar form of communication in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the Borrower may on any Business Day, upon the Borrower's giving of a Notice of Conversion to the Agent, Convert the entire amount of all or a portion of a Revolving Loan of one Type into a Revolving Loan of another Type. Any ; provided, however, any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion Loan. Promptly after receipt of a Base Rate Loan into a LIBOR LoanNotice of Conversion, the Borrower Agent shall pay accrued interest to notify each Lender by telex or telecopy, or other similar form of transmission of the date of Conversion on the principal amount so Convertedproposed Conversion. Each such Notice of Conversion shall be given not later than 11:00 9:00 a.m. on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (or telecopy confirmed immediately in writing) or telecopy writing if by telephone in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Revolving Loan to be Converted, (c) the portion of such Type of Revolving Loan to be Converted, (d) the Type of Revolving Loan such Revolving Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Revolving Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given. Each Conversion from a Base Rate Loan to a LIBOR Loan shall be in an aggregate amount for the Revolving Loans of all the Lenders of not less than $1,000,000 or integral multiples of $100,000 in excess of that amount.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the Agent, Convert all or a portion of a Revolving Loan of one Type into a Revolving Loan of another Type. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the Business Day prior to the date of any proposed Conversion into Base Rate Loans Loans, and on the third Business Day prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuingexists, the Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the AgentAdministrative Agent by telecopy, electronic mail or other similar form of communication, Convert all or a portion of a Loan of one Type into a Loan of another Type; provided, however, a Base Rate Loan may not be Converted into a LIBOR Loan if a Default or Event of Default exists. Each Conversion of Base Rate Loans into LIBOR Loans shall be in an aggregate minimum amount of $2,000,000 and integral multiples of $500,000 in excess of that amount. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than (i) 11:00 a.m. three (3) Business Days prior to the date of any proposed Conversion into LIBOR Loans (or, with respect to any proposed Conversion on the Effective Date, 11:00 a.m. on the Effective Date) and (ii) 11:00 a.m. two (2) Business Day Days prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) telecopy, electronic mail or telecopy other similar form of communication in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the The Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the Administrative Agent, Convert all or a portion of a Revolving Loan or a Term Loan (including a Base Rate Loan made pursuant to Section 2.3(e)) of one Type into a Loan of another Type; provided, however, a Base Rate Loan may not be Converted to a LIBOR Loan if a Default or Event of Default shall exist. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the Borrower Borrowers may on any Business Day, upon the Borrower's Borrowers' giving of a Notice of Conversion to the Agent, Convert all or a portion of a Revolving Loan of one Type into a Revolving Loan of another Type. Any Conversion of a Revolving Loan that is a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower Borrowers shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third (3rd) Business Day prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Revolving Loan to be Converted, (c) the portion of such Type of Revolving Loan to be Converted, (d) the Type of Revolving Loan such Revolving Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower Borrowers once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the The Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the Administrative Agent, Convert all or a portion of a Loan of one Type into a Loan of another Type; provided, however, a Base Rate Loan may not be Converted to a LIBOR Loan if an Event of Default shall exist. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender holding Loans being Converted by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) ), electronic mail or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the The Borrower may on any Business Day, upon the Borrower's giving of a Notice of Conversion to the AgentAdministrative Agent by telecopy, electronic mail or other similar form of communication, Convert all or a portion of a Loan of one Type into a Loan of another Type; provided, however, a Base Rate Loan may not be Converted into a LIBOR Loan if a Default or Event of Default exists. Each Conversion of Base Rate Loans into LIBOR Loans shall be in an aggregate minimum amount of $1,000,000 and integral multiples of $250,000 in excess of that amount and upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted in accordance with Section 2.2. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 9:00 a.m. on the Pacific time three (3) Business Day Days prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR LoansConversion. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) telecopy, electronic mail or telecopy other similar form of communication in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the The Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the Administrative Agent, Convert all or a portion of a Loan of one Type into a Loan of another Type; provided, however, a Base Rate Loan may not be Converted to a Term SOFR Loan if an Event of Default shall exist. Any Conversion of a LIBOR Term SOFR Loan into a Base Rate Loan or a Daily Simple SOFR Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Term SOFR Loan and, upon Conversion of a Base Rate Loan or a Daily Simple SOFR Loan into a LIBOR SOFR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. (i) on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and Loans, (ii) on the third fifth SOFR Business Day prior to the date of any proposed conversion into Daily Simple SOFR Loans and (iii) on the third Business Day prior to 4889-7534-3155, v. 14 the date of any proposed Conversion into LIBOR Term SOFR Loans. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender holding Loans being Converted by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) ), electronic mail or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type and Class of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Term SOFR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the Borrower may on any Business Day, upon the Borrower's giving of a Notice of Conversion to the Agent, Convert all or a portion of a Loan of one Type into a Loan of another Type. Any Conversion of a LIBOR Rate Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Rate Loan and, upon Conversion of a Base Rate Loan into a LIBOR Rate Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third (3rd) Business Day prior to the date of any proposed Conversion into LIBOR Rate Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each applicable Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Rate Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the Borrower may on any Business Day, upon the Borrower's giving of a Notice of Conversion to the Agent, Convert all or a portion of a Loan of one Type into a Loan of another Type. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each Lender by telex or telecopy, or other similar form of transmission, transmission of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan Loans to be Converted, (c) the portion of such Type of Loan Loans to be Converted, (d) the Type of Loan Loans such Loan is Loans are to be Converted into and (e) if such Conversion is into a LIBOR LoanLoans, the requested duration of the Interest Period of such LoanLoans. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the Borrower may on any Business Day, upon the Borrower's giving of a Notice of Conversion Borrowing to the Agent, Convert all or a portion of a Revolving Loan or a Term Loan of one Type into a Revolving Loan or Term Loan, respectively, of another Type. Any Conversion of a Revolving Loan or a Term Loan that is a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion Borrowing shall be given not later than 11:00 a.m. on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third (3rd) Business Day prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of ConversionBorrowing, the Agent shall notify each applicable Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion Borrowing shall be by telephone (confirmed immediately in writing) or telecopy in the form of a Notice of Conversion Borrowing specifying (a) the requested date of such Conversion, (b) the Type of Revolving Loan or Term Loan to be Converted, (c) the portion of such Type of Revolving Loan or Term Loan to be Converted, (d) the Type of Revolving Loan such Revolving Loan, or the Type of Term Loan such Term Loan, is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion Borrowing shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the Borrower may on any Business Day, upon the Borrower's giving of a Notice of Conversion to the Agent, Convert all or a portion of a Loan of one Type into a Loan of another Type. Any Conversion of a Loan that is a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 10:00 a.m. on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third (3rd) Business Day prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each applicable Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the The Borrower may on any Business Day, upon the Borrower's ’s giving of a Loan Notice of Conversion to the Agent, Convert convert all or a portion of a Loan of one Type into a Loan of another Type; provided, however, a Base Rate Loan or an Daily SOFR Rate Loan may not be converted to a Term SOFR Rate Loan if a Default or Event of Default shall exist. Any Conversion conversion of a LIBOR Term SOFR Loan into a Base Rate Loan or an Daily SOFR Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Term SOFR Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Loan Notice of Conversion specifying a conversion shall be given not later than 11:00 a.m. on the Business Day prior to the date of any proposed Conversion conversion into Base Rate Loans or Daily SOFR Rate Loans and on the third Business Day prior to the date of any proposed Conversion conversion into LIBOR Term SOFR Rate Loans. Promptly after receipt of a Loan Notice of Conversionspecifying a conversion, the Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversionconversion. Subject to the restrictions specified above, each Loan Notice of Conversion specifying a conversion shall be by telephone (confirmed immediately in writingwriting in the form of a Loan Notice) or telecopy in the form of a Loan Notice of Conversion specifying (a) the requested date of such Conversionconversion, (b) the Type of Loan to be Convertedconverted, (c) the portion of such Type of Loan to be Convertedconverted, (d) the Type of Loan such Loan is to be Converted converted into and (e) if such Conversion conversion is into a LIBOR Term SOFR Rate Loan, the requested duration of the Interest Period of such Loan. Each Loan Notice of Conversion shall be irrevocable by and binding on the Borrower once given. If the Borrower requests a conversion to Term SOFR Rate Loans in any such Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the The Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the AgentAdministrative Agent by telecopy, electronic mail or other similar form of communication, Convert all or a portion of a Loan denominated in Dollars of one Type into a Loan of another Type. Any Conversion of a LIBOR Loan into ; provided, however, that a Base Rate Loan shall may not be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan Converted into a LIBOR Loan, the Borrower Loan if a Default or Event of Default exists. Each Conversion of Base Rate Loans into LIBOR Loans shall pay accrued interest to the date be in an aggregate minimum amount of Conversion on the principal amount so Converted$2,500,000 and integral multiples of $500,000 in excess of that amount. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the Central time three (3) Business Day Days prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR LoansConversion. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) telecopy, electronic mail or telecopy other similar form of communication in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. If the Borrower shall elect a conversion to LIBOR Loans but fail to select an Interest Period for any LIBOR Loan in accordance with this Section, the Borrower shall be deemed to have selected an Interest Period of one month. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the The Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the Agent, Convert all or a portion of a Loan of one Type into a Loan of another Type. Any Conversion of a LIBOR Loan into ; provided, however, a Base Rate Loan shall may not be made on, and only on, the last day of an Interest Period for such LIBOR Converted to a Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. or another Type if (i) on the Business Day prior to the date of any proposed Conversion into Base Rate Loans or daily rateDaily RFR Loans, and (ii) on the third Business Day prior to the date of any proposed Conversion into LIBOR fixed rate RFRTerm Rate Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR fixed rate RFRTerm Rate Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given. Notwithstanding anything in this Agreement to the contrary, if a Default exists at the time of a Conversion of a Base Rate Loan to a fixed rate RFRTerm Rate Loan, the Interest Period for such Loan shall not exceed one month.

Conversion. So The Company may on any Business Day (so long as no ---------- Default or Event of Default shall have has occurred and be continuing, is continuing unless otherwise agreed to by the Borrower may on any Business DayMajority Banks), upon the Borrower's giving of a Notice of Conversion given to the Administrative Agent, Convert all and subject to the provisions of Section 4.07(c), convert the entire amount of or a portion of a Loan all Loans of one Type comprising the same Borrowing into a Loan Loans of another Type. Any Conversion ; provided, however, -------- ------- that any conversion of a LIBOR Loan any Eurodollar Rate Loans into a Base Prime Rate Loan Loans shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan Eurodollar Rate Loans and, upon Conversion conversion of a Base any Prime Rate Loan Loans into a LIBOR LoanEurodollar Rate Loans, the Borrower Company shall pay accrued interest to the date of Conversion conversions on the principal amount so Convertedconverted. Each such Notice of Conversion shall be given not later than 11:00 a.m. 1:00 P.M., New York City time, on the Business Day prior to the date day of any proposed Conversion conversion into Base Prime Rate Loans and not later than 5:00 P.M. on the third Business Day prior to the date of any proposed Conversion conversion into LIBOR Eurodollar Rate Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (or facsimile transmission and, if by telephone, promptly confirmed immediately in writing) or telecopy , in the form of a Notice of Conversion each case specifying (ai) the requested date of such Conversionconversion, (bii) the Type of Loan Loans to be Convertedconverted, (ciii) the portion of such Type of Loan to be Convertedconverted, (div) the Type of Loan such Loan is Loans are to be Converted converted into and (ev) if such Conversion conversion is into a LIBOR LoanEurodollar Rate Loans, the requested duration of the Interest Period of such Loan. Each Notice of Conversion conversion shall be irrevocable in an aggregate amount for the Loans of all Banks of not less than $5,000,000 or in an integral multiple of $1,000,000 in excess thereof. The Company may elect to convert the entire amount of or a portion of all Loans of one Type comprising more than one Borrowing into Loans of another Type by and binding combining such Borrowings into one Borrowing consisting of Loans of another Type; provided, however, that if the Borrowings so combined -------- ------- consist of Eurodollar Rate Loans, such Loans shall have Interest Periods ending on the Borrower once givensame date.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the The Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the AgentAdministrative Agent by telecopy, electronic mail or other similar form of communication, Convert (a) any outstanding Base Rate Loans into one or more RFR Loans, (b) all or a portion any part of a Loan any Term RFR Loans denominated in Dollars into Base Rate Loans, and (c) all or any part of one Type any Daily Simple RFR Loans denominated in Dollars into a Loan of another Type. Any Conversion of a LIBOR Loan into Base Rate Loans; provided, however, that (i) a Base Rate Loan may not be Converted into an RFR Loan if an Event of Default exists and (ii) Loans denominated in Dollars shall not be converted into Loans denominated in a Foreign Currency or vice versa and Loans denominated in any Foreign Currency shall not be converted into Loans denominated in any other Foreign Currency. Each Conversion of Base Rate Loans of the same Class into RFR Loans of the same Class shall be made on, in an aggregate minimum amount of $5,000,000 and only on, the last day integral multiples of an Interest Period for such LIBOR Loan and, upon Conversion $1,000,000 in excess of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Convertedthat amount. Each such Notice of Conversion shall be given not later than 11:00 9:00 a.m. Pacific time (i) in the case of a Loan denominated in Dollars that is to be a Base Rate Loan, three Business Days, (ii) in the case of a Loan denominated in Dollars that is to be a Daily Simple RFR Loan, at least five RFR Business Days, and (iii) in the case of a Loan denominated in Dollars that is to be a Term RFR Loan, at least three RFR Business Days, in each case, before the day on the Business Day prior to the date of any which a proposed Conversion into Base Rate Loans and on the third Business Day prior of such Loan is to the date of any proposed Conversion into LIBOR Loansbe effective. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopy, or other similar form of transmission, holding Loans being Converted of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) telecopy, electronic mail or telecopy other similar form of communication in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type and Class of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Term RFR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuingexists, the Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Continuation/Conversion to the Agent, Convert all or a portion of a Loan of one Type into a Loan of another Type. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Continuation/Conversion shall be given not later than 11:00 9:00 a.m. on the one Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third three Business Day Days prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Continuation/Conversion, the Agent shall notify each Lender by telecopy, electronic mail or other similar form of transmission, transmission of the proposed Conversion. Subject to the restrictions specified above, each Notice of Continuation/Conversion shall be by telephone (confirmed immediately in writing) or telecopy in the form of a Notice of Continuation/Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Continuation/Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the The Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the Agent, Convert all or a portion of a Loan of one Type into a Loan of another Type; provided, however, a Base Rate Loan may not be Converted to a LIBOR Loan if an Event of Default shall exist and no Alternative Currency Loan may be converted to a Base Rate Loan. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so ConvertedConverted (with such interest being payable at the time provided in Section 2.3(b)). Each such Notice of Conversion shall be given not later than 11:00 a.m. on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given. Notwithstanding anything in this Agreement to the contrary, if a Default exists at the time of a Conversion of a Base Rate Loan to a LIBOR Loan, the Interest Period for such Libor Loan shall not exceed one month.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing(which has not been waived in writing by Agent), the Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice notice of Conversion to the Agent, Convert all or a portion of a Loan of one Type into a Loan of another Type. Any Conversion of a Loan that is a LIBOR Rate Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Rate Loan and, upon Conversion of a Base Rate Loan into a LIBOR Rate Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice notice of Conversion shall be given not later than 11:00 a.m. on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third (3rd) Business Day prior to the date of any proposed Conversion into LIBOR Rate Loans. Promptly after receipt of a Notice notice of Conversion, the Agent shall notify each Lender applicable Bank by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice notice of Conversion shall be by telephone (confirmed immediately in writing) or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into into, and (e) if such Conversion is into a LIBOR Rate Loan, the requested duration of the Interest Period of such Loan. Each Notice notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuingexists, the Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the Administrative Agent, Convert all or a portion of a Loan of one Type into a Loan of another Type. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Loan. Each Conversion of a Base Rate Loan Loans into a LIBOR Loan, the Borrower Loans shall pay accrued interest to the date be in an aggregate minimum amount of Conversion on the principal amount so Converted$1,000,000 and integral multiples of $250,000 in excess of that amount. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the (Central time) one Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third three Business Day Days prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopy, or other similar form of transmission, transmission of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) ), telecopy, electronic mail or telecopy other similar form of communication in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into into, and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan and the amount of such LIBOR Loan, if any, that the Borrower has elected to have subject to a Specified Derivatives Contract that provides a hedge against interest rate risk and the Specified Derivatives Contract(s) to which such amount is subject. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the The Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the Agent, Convert all or a portion of a Loan of one Type into a Loan of another Type; provided, however, a Base Rate Loan may not be Converted to a Loan or another Type if an Event of Default shall exist and no Alternative Currency Loan may be converted to a Base Rate Loan. Any Conversion of a LIBOR Term Rate Loan into a Base Rate Loan or Daily RFR Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into an RFR Loan or of a LIBOR Daily RFR Loan into a Term Rate Loan or Base Rate Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so ConvertedConverted (with such interest being payable at the time provided in Section 2.3(b)). Each such Notice of Conversion shall be given not later than 11:00 a.m. a.m. (i) on the Business Day prior to the date of any proposed Conversion into Base Rate Loans or Daily RFR Loans, and (ii) on the third Business Day prior to the date of any proposed Conversion into LIBOR Term Rate Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Term Rate Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given. Notwithstanding anything in this Agreement to the contrary, if a Default exists at the time of a Conversion of a Base Rate Loan to a Term Rate Loan, the Interest Period for such Loan shall not exceed one month.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the Borrower may on any Business Day, upon the Borrower's giving of a Notice of Conversion to the Administrative Agent, Convert all or a portion of a any Loan of one Type into a Loan of another Type. Any Conversion of a Loan that is a LIBOR Rate Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Rate Loan and, upon Conversion of a Base Rate Loan into a LIBOR Rate Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third (3rd ) Business Day prior to the date of any proposed Conversion into LIBOR Rate Loans. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each applicable Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Rate Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So The Borrowers may on any Business Day (so long as no Default or Event of Default shall have has occurred and be is continuing, the Borrower may on any Business Day), upon the Borrower's giving of notice (each such notice, a Notice of Conversion "NOTICE OF CONVERSION") given to the Agent, Convert all and subject to the provisions of SECTION 4.13(c), convert the entire amount of or a portion of a Loan all Revolving Loans of one Type comprising the same Borrowing into a Loan Revolving Loans of another Type. Any Conversion ; PROVIDED, THAT any conversion of a any LIBOR Loan Rate Loans into a Base Rate Loan Revolving Loans of another Type shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan Rate Loans and, upon Conversion conversion of a Base any Prime Rate Loan Loans into a LIBOR LoanRevolving Loans of another Type, the Borrower Borrowers shall pay accrued interest to the date of Conversion conversion on the principal amount so Convertedconverted. Each such Notice of Conversion shall be given not later than 11:00 a.m. Noon Chicago time on the Business Day prior to the date of any proposed Conversion conversion into Base Prime Rate Loans and on the third Business Day prior to the date of any proposed Conversion conversion into LIBOR Rate Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (or facsimile transmission, and if by telephone, promptly confirmed immediately in writing) or telecopy , substantially in the form of a Notice of Conversion EXHIBIT E, in each case specifying (ai) the requested date of such Conversionconversion, (bii) the Type of Loan Revolving Loans to be Converted, converted (ciii) the portion of such Type of Revolving Loan to be Convertedconverted, (div) the Type of Loan Revolving Loans such Loan is Revolving Loans are to be Converted converted into and (ev) if such Conversion conversion is into a LIBOR LoanRate Loans, the requested duration of the Interest Period of such Revolving Loan. Each Notice of Conversion conversion shall be irrevocable in an aggregate amount of not less than $5,000,000 or an integral multiple of $1,000,000 in excess thereof. The Borrowers may elect to convert the entire amount of or a portion of all Revolving Loans of one Type comprising more than one Borrowing into Revolving Loans of another Type by and binding combining such Borrowings into one Borrowing; PROVIDED, THAT if the Borrowings so combined consist of LIBOR Rate Loans, such Loans shall have Interest Periods ending on the Borrower once givensame date.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the The Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the Agent, Convert all or a portion of a Loan of one Type into a Loan of another Type; provided, however, a Base Rate Loan or an RFR Loan may not be Converted to a LIBORTerm Benchmark Loan if a Default or Event of Default shall exist. Any Conversion of a LIBOR LIBORTerm Benchmark Loan into a Base Rate Loan or an RFR Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR LIBORTerm Benchmark Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the Business Day prior to the date of any proposed Conversion into Base Rate Loans or an RFR Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR LIBORTerm Benchmark Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR LIBORTerm Benchmark Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the Administrative Agent, Convert all or a portion of a Loan of one Type into a Loan of another Type. Any Conversion of a LIBOR Eurodollar Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Eurodollar Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given by Borrower not later than 11:00 a.m. 12:00 noon (a) on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and or (b) on the third second Business Day prior to the date of any proposed Conversion into LIBOR Eurodollar Loans. Promptly after upon receipt of a Notice of ConversionConversion (and in any event not later than 1:00 p.m. on the date of receipt thereof), the Administrative Agent shall notify each Lender by telecopy, telecopy or other similar form of transmission, transmission of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (or telecopy confirmed immediately in writing) or telecopy writing if by telephone, in the form of a Notice of Conversion Conversion, specifying (ai) the requested date of such Conversion, (bii) the Type of Loan to be Converted, (ciii) the portion of such Type of Loan to be Converted, (div) the Type of Loan into which such Loan is to be Converted into Converted, and (ev) if such Conversion is into a LIBOR Eurodollar Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given. Notwithstanding the foregoing, Borrower shall not have the right to convert from a Base Rate Loan to a Eurodollar Loan, or to continue a Eurodollar Loan, during the occurrence and continuance of a Default or an Event of Default.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the The Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the Agent, Convert all or a portion of a Revolving Loan or a Term Loan (including a Base Rate Loan made pursuant to Section 2.3.(e)) of one Type into a Loan of another Type; provided, however, a Base Rate Loan may not be Converted to a LIBOR Loan if a Default or Event of Default shall exist. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuingexists, the Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the AgentAdministrative Agent by telecopy, electronic mail or other similar form of communication, Convert all or a portion of a Loan of one Type into a Loan of another Type. Any Conversion of a LIBOR LIBORTerm SOFR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR LIBORTerm SOFR Loan and, upon Conversion of a Base Rate Loan into a LIBOR LIBORTerm SOFR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so ConvertedConverted in accordance with Section 2.4. Each such Notice of Conversion shall be given not later than 11:00 9:00 a.m. on the (i) one Business Day prior to the date of any proposed Conversion into Base Rate Loans and 3, (ii) on the third date (which shall be a U.S. Government Securities Business Day Day) of any proposed Conversion into Daily Simple SOFR Loans and (iii) 3 U.S. Government Securities Business Days prior to the date of any proposed Conversion into LIBOR LIBORSOFR Loans. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) telecopy, electronic mail or telecopy other similar form of communication in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR LIBORTerm SOFR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So The Borrower may on any Business Day (so long as no Default or Event of Default shall have has occurred and be is continuing, the Borrower may on any Business Day), upon the Borrower's giving of notice (each such notice, a "Notice of Conversion Conversion") given to the Agent, Convert all and subject to the provisions of Section 4.13(c), convert the entire amount of or a portion of a Loan all Loans of one Type comprising the same Borrowing into a Loan Loans of another Type. Any Conversion ; provided, however, that any conversion of a LIBOR Loan any Eurodollar Rate Loans into a Base Rate Loan Loans of another Type shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan Eurodollar Rate Loans and, upon Conversion conversion of a Base any Prime Rate Loan Loans into a LIBOR LoanLoans of another Type, the Borrower shall pay accrued interest to the date of Conversion conversion on the principal amount so Convertedconverted. Each such Notice of Conversion shall be given not later than 11:00 a.m. 1:00 P.M. New York time on the Business Day prior to the date of any proposed Conversion conversion into Base Prime Rate Loans and on the third Business Day prior to the date of any proposed Conversion conversion into LIBOR Eurodollar Rate Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (or facsimile transmission, and if by telephone, promptly confirmed immediately in writing) or telecopy writing substantially in the form of a Notice of Conversion Exhibit J, in each case specifying (ai) the requested date of such Conversionconversion, (bii) the Type of Loan Loans (including whether Revolving Loans or Term Loans) to be Convertedconverted, (ciii) the portion of such Type of Loan to be Convertedconverted, (div) the Type of Loan such Loan is Loans are to be Converted converted into and (ev) if such Conversion conversion is into a LIBOR LoanEurodollar Rate Loans, the requested duration of the Interest Period of such Loan. Each Notice of Conversion conversion shall be irrevocable in an aggregate amount for the Loans of all Lenders of not less than $2,000,000 or an integral multiple of $ 100,000 in excess thereof. The Borrower may elect to convert the entire amount of or a portion of all Loans of one Type comprising more than one Borrowing into Loans of another Type by and binding combining such Borrowings into one Borrowing consisting of Revolving Loans or Term Loans of another Type; provided, however, that if the Borrowings so combined consist of Eurodollar Rate Loans, such Loans shall have Interest Periods all then ending on the Borrower once givensame date.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the The Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the AgentAdministrative Agent by telecopy, electronic mail or other similar form of communication, Convert all or a portion of a Loan of one Type into a Loan of another Type. Any Conversion Type but of a LIBOR Loan into the same Class; provided, however, a Base Rate Loan may not be Converted into a LIBORSOFR Loan if a Default or Event of Default exists. Each Conversion of Base Rate Loans of a Class into LIBORSOFR Loans of such Class, shall be made on, in an aggregate minimum amount of $1,000,000 and only on, the last day integral multiples of an Interest Period for such LIBOR Loan and, upon Conversion $500,000 in excess of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Convertedthat amount. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the Eastern time (x) with respect to Loans that are to be Converted to Base Rate Loans, 3 Business Day Days, (y) with respect to Loans that are to be Converted into Term SOFR Loans, 3 U.S. Government Securities Business Days and (z) with respect to Loans that are to be Converted into Daily Simple SOFR Loans, 1 U.S. Government Securities Business Day, in each case, prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR LoansConversion. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopy, or other similar form of transmission, holding Loans being Converted of the proposed Conversion. Subject to the restrictions specified above, each Notice of LEGAL02/40926073v6 Conversion shall be by telephone (confirmed immediately in writing) telecopy, electronic mail or telecopy other similar form of communication in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type and Class of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and into, (e) if such Conversion is into a LIBOR LIBORTerm SOFR Loan, the requested duration of the Interest Period of such LoanLoan and (f) the amount of such LIBORSOFR Loans, if any, that the Borrower has elected to have subject to a Specified Derivatives Contract that provides a hedge against interest rate risks and the Specified Derivatives Contract(s) to which such amount is subject. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the Borrower may on any Business Day, upon the Borrower's giving of a Notice of Conversion to the Agent, Convert all or a portion of a the Loan of one Type into a Loan of another Type. Any Subject to Section 4.4. hereof, any Conversion of a LIBOR Loan into a Base Rate Loan shall may be made on, and only on, by the last day of an Interest Period for such LIBOR Loan and, upon Borrower at any time. Upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately promptly thereafter in writing) or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such LIBOR Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the The Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the AgentAdministrative Agent by telecopy, electronic mail or other similar form of communication, Convert all or a portion of a Loan of one Type into a Loan of another Type. Any Conversion ; provided, however, no Loan may be Converted into a SOFR Loan if an Event of a LIBOR Loan into Default exists, but shall be automatically converted to a Base Rate Loan shall be made on, and only on, on (a) the last day of an the Interest Period relating thereto for such LIBOR a Term SOFR Loan and, upon Conversion ending during the continuance of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to any Event of Default or (b) the date of any such Event or Default for a Daily Simple SOFR Loan. Each Conversion on of Base Rate Loans of the principal same Class into SOFR Loans of the same Class shall be in an aggregate minimum amount so Convertedof $1,000,000 and integral multiples of $250,000 in excess of that amount. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the 2:00 p.m. Eastern time 3 Business Day Days prior to the date of any proposed Conversion into Base Rate Loans and such Conversion shall only be made on (a) the third Business Day prior last day of the Interest Period with respect to any such Loan that is a Term SOFR Loan, or (b) the applicable interest payment date of with respect to any proposed Conversion into LIBOR Loanssuch Loan that is a Daily Simple SOFR Loan. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopy, or other similar form of transmission, holding Loans being Converted of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) telecopy, electronic mail or telecopy other similar form of communication in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type and Class of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Term SOFR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuingexists, the Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the AgentAdministrative Agent by telecopy, electronic mail or other similar form of communication, Convert all or a portion of a Loan of one Type into a Loan of another Type. Each Conversion of Base Rate Loans into LIBOR Loans shall be in an aggregate minimum amount of $1,000,000 and integral multiples of $100,000 in excess of that amount, and upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted in accordance with Section 2.7. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the Central time three (3) Business Day Days prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into or LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) telecopy, electronic mail or telecopy other similar form of communication in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Notwithstanding the foregoing, the Administrative Agent is authorized to rely upon the telephonic request of any of the Borrower’s Agents. The Borrower’s telephonic notices, requests and acceptances shall be directed to such officers of the Administrative Agent as the Administrative Agent may from time to time designate and shall be followed promptly by the original or a facsimile or electronic mail Notice of Conversion required pursuant to the first sentence of this Section 2.13. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the The Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion notice to the Administrative Agent by telecopy, electronic mail or other similar form of communication in the form of Exhibit H hereto or as otherwise reasonably acceptable to the Administrative Agent, Convert all or a portion of a Loan of one Type into a Loan of another Type; provided, however, an ABR Loan may not be Converted into a SOFR Loan and a Daily Simple SOFR Loan may not be converted into a Term SOFR Loan if a Default or Event of Default has occurred and is continuing. Any Each Conversion of a LIBOR Loan Loans of one Type into a Base Rate Loan Loans of another Type shall be made on, in an aggregate minimum amount of $1,000,000 and only on, integral multiples of (x) in the last day of an Interest Period for such LIBOR Loan and, upon Conversion case of a Base Rate Loan Conversion into ABR Loans, $100,000 in excess of that amount and (y) in the case of a LIBOR LoanConversion into SOFR Loans, the Borrower shall pay accrued interest to the date $250,000 in excess of Conversion on the principal amount so Convertedthat amount. Each such Notice of Conversion notice from the Borrower shall be given not later than 11:00 a.m. A.M., New York City time, on the date that is two (2) Business Day Days prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR LoansConversion. Promptly after receipt of a Notice of Conversionsuch notice from the Borrower, the Administrative Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion such notice from the Borrower shall be by telephone (confirmed immediately in writing) or telecopy in the form of a Notice of Conversion specifying specify (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Term SOFR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion such notice from the Borrower shall be irrevocable by and binding on effective upon notification to the Administrative Agent. If no Type is specified with respect to any requested Conversion, then the Borrower once givenshall be deemed to have selected a Conversion to a Daily Simple SOFR Loan; provided that, if a Default or Event of Default has occurred and is continuing, the Borrower shall be deemed to have selected a Conversion to an ABR Loan. If no Interest Period is specified with respect to any requested Conversation to a Term SOFR Loan, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Any Conversion of a Term SOFR Loan shall be subject to Section 2.17.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the Borrower may on any Business Day, upon the Borrower's giving of a Notice of Conversion to the Agent, Convert all or a portion of a Revolving Loan of one Type into a Revolving Loan of another Type. Any Conversion of a Revolving Loan that is a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third (3rd) Business Day prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Revolving Loan to be Converted, (c) the portion of such Type of Revolving Loan to be Converted, (d) the Type of Revolving Loan such Revolving Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuingexists, the Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the AgentAdministrative Agent by telecopy, electronic mail or other similar form of communication, Convert all or a portion of a Loan of one Type into a Loan of another Type. Each Conversion of Base Rate Loans into LIBOR Loans shall be in an aggregate minimum amount of $1,000,000 and integral multiples of $100,000 in excess of that amount, and upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted in accordance with Section 2.2. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 9:00 a.m. on the three (3) Business Day Days prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into or LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) telecopy, electronic mail or telecopy other similar form of communication in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Notwithstanding the foregoing, the Administrative Agent is authorized to rely upon the telephonic request of any of the Borrower’s Agents. The Borrower’s telephonic notices, requests and acceptances shall be directed to such officers of the Administrative Agent as the Administrative Agent may from time to time designate and shall be followed promptly by the original or a facsimile or electronic mail Notice of Conversion required pursuant to the first sentence of this Section 2.8. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the The Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the AgentAgent by telecopy, electronic mail or other similar form of written communication, Convert all or a portion of a Loan of one Type into a Loan of another Type; provided, however, a Base Rate Loan may not be Converted into a LIBOR Loan if a Default or Event of Default exists. Each Conversion of Base Rate Loans into LIBOR Loans shall be in an aggregate minimum amount of $500,000 and integral multiples of $100,000 in excess of that amount, and upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted in accordance with Section 2.5. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 10:00 a.m. on the three (3) Business Day Days prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR LoansConversion. Promptly after receipt of a Notice of Conversion, the Agent shall notify each applicable Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) telecopy, electronic mail or telecopy other similar form of written communication in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type and Class of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the The Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the AgentAdministrative Agent by telecopy, electronic mail or other similar form of communication, Convert all or a portion of a Loan of one Type into a Loan of another Type; provided, however, a Base Rate Loan may not be Converted into a LIBOR Loan if a Default or Event of Default exists. Each Conversion of Base Rate Loans into LIBOR Loans shall be in an aggregate minimum amount of $1,000,000 and integral multiples of $250,000 in excess of that amount and upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted in accordance with Section 2.2. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 9:00 a.m. on the Pacific time three (3) Business Day Days prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR LoansConversion. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) telecopy, electronic mail or telecopy other similar form of communication in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuingcontinuing (as to a Conversion from a Base Rate Loan to a LIBOR Loan), the Borrower may on any Business Day, upon the Borrower's giving of a Notice of Conversion to the Agent, Convert all or a portion of a Loan of one Type into a Loan of another Type. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) or telecopy writing and in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the Administrative Agent, Convert all or a portion of a Loan of one Type into a Loan of another Type. Any Conversion of a LIBOR Eurodollar Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Eurodollar Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given by Borrower not later than 11:00 a.m. 12:00 noon (a) on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and or (b) on the third Business Day prior to the date of any proposed Conversion into LIBOR Eurodollar Loans. Promptly after upon receipt of a Notice of ConversionConversion (and in any event not later than 1:00 p.m. on the date of receipt thereof), the Administrative Agent shall notify each Lender by telecopy, telecopy or other similar form of transmission, transmission of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (or telecopy confirmed immediately in writing) or telecopy writing if by telephone, in the form of a Notice of Conversion Conversion, specifying (ai) the requested date of such Conversion, (bii) the Type of Loan to be Converted, (ciii) the portion of such Type of Loan to be Converted, (div) the Type of Loan into which such Loan is to be Converted into Converted, and (ev) if such Conversion is into a LIBOR Eurodollar Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given. Notwithstanding the foregoing, Borrower shall not have the right to convert from a Base Rate Loan to a Eurodollar Loan, or to continue a Eurodollar Loan, during the occurrence and continuance of a Default or an Event of Default.

Conversion. So long as no Default or Event of Default shall have occurred and be continuing, the The Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the AgentAdministrative Agent by electronic mail or other similar form of communication, Convert all or a portion of a Loan of one Type into a Loan of another Type. Any Conversion of a LIBOR Loan into ; provided, however, a Base Rate Loan may not be Converted into a LIBORSOFR Loan if an Event of Default exists. Each Conversion of Base Rate Loans into LIBORSOFR Loans shall be made on, in an aggregate minimum amount of $1,000,000 and only on, the last day integral multiples of an Interest Period for such LIBOR Loan and, upon Conversion $1,000,000 in excess of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Convertedthat amount. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the 12:00 p.m. noon Eastern time three (3) U.S. Government Securities Business Day Days prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR LoansConversion. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone telephone, (confirmed immediately promptly in writing) writing on the same Business Day or telecopy U.S. Government Securities Business Day, as applicable), electronic mail or other similar form of communication in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR LIBORSOFR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given. If the Borrower requests a Conversion to a SOFR Loan, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month.

Conversion. So (a) Subject to Section 2.9(b), so long as no Default or Event of Default shall have occurred and be continuingexist, the Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the Agent, Convert all or a portion of a an Interim Loan of one Type into a an Interim Loan of another Type. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given. (b) Notwithstanding Section 2.9(a), the Borrower shall not Convert all or a portion of an Interim Loan that is a Base Rate Loan into a LIBOR Loan prior to the date that is 30 days after the Effective Date unless no Default or Event of Default shall exist and (i) the Lead Arranger, in its sole discretion, consents to such Conversion, or (ii) the Lead Arranger determines that the completion of the primary syndication of the Interim Loan shall have occurred; provided, however, that commencing on the fifth day after the Effective Date, the Borrower may nevertheless, until the date that is 30 days after the Effective Date, unless a Default or Event of Default shall exist, Convert all or a portion of an Interim Loan that is a Base Rate Loan into a LIBOR Loan with an interest period of 14 days.

Conversion. So long as there exists no Default or Event of Default shall have occurred and be continuingDefault, the Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the AgentAdministrative Agent by telecopy, electronic mail or other similar form of communication, Convert all or a portion of a Loan of one Type into a Loan of another Type. Each Conversion of Base Rate Loans into LIBOR Loans shall be in an aggregate minimum amount of $100,000 and integral multiples of $1,000 in excess of that amount, and upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date 29 of Conversion on the principal amount so Converted in accordance with Section 2.2. Any Conversion of a LIBOR Loan into a Base Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 a.m. on the Central time one Business Day prior to the date of any proposed Conversion into Base Rate Loans and on the third three (3) Business Day Days prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telecopy, or other similar form of transmission, of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) telecopy, electronic mail or telecopy other similar form of communication in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.

Conversion. So long as no Default or Event of Default shall have occurred and be continuingexists, the Borrower may on any Business Day, upon the Borrower's ’s giving of a Notice of Conversion to the Administrative Agent, Convert all or a portion of a Loan of one Type into a Loan of another Type. Any Conversion of a LIBOR Loan into a Base Daily Rate Loan shall be made on, and only on, the last day of an Interest Period for such LIBOR Loan and, upon Conversion of a Base Daily Rate Loan into a LIBOR Loan, the Borrower shall pay accrued interest to the date of Conversion on the principal amount so Converted. Each such Notice of Conversion shall be given not later than 11:00 9:00 a.m. on the Business Day prior to the date of any proposed Conversion into Base Daily Rate Loans and on the third Business Day prior to the date of any proposed Conversion into LIBOR Loans. Promptly after receipt of a Notice of Conversion, the Administrative Agent shall notify each Lender by telex or telecopy, or other similar form of transmission, transmission of the proposed Conversion. Subject to the restrictions specified above, each Notice of Conversion shall be by telephone (confirmed immediately in writing) or telecopy in the form of a Notice of Conversion specifying (a) the requested date of such Conversion, (b) the Type of Loan to be Converted, (c) the portion of such Type of Loan to be Converted, (d) the Type of Loan such Loan is to be Converted into and (e) if such Conversion is into a LIBOR Loan, the requested duration of the Interest Period of such Loan. Each Notice of Conversion shall be irrevocable by and binding on the Borrower once given.