Common use of Conversions and Continuations Clause in Contracts

Conversions and Continuations. (a) Each Borrower shall have the right, on any Business Day occurring on or after the Closing Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans into SOFR Loans, or to convert any SOFR Loans the Interest Periods for which end on the same day into Base Rate Loans, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR Loans the Interest Periods for which end on the same day for an additional Interest Period, provided that (w) any such conversion of SOFR Loans of the same Borrowing into Base Rate Loans shall involve an aggregate principal amount of not less than $3,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR Loans shall involve an aggregate principal amount of not less than $5,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; and no partial conversion of SOFR Loans of the same Borrowing shall reduce the outstanding principal amount of SOFR Loans to less than $5,000,000 or to any greater amount not an integral multiple of $1,000,000 in excess thereof, (x) if a SOFR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 to be paid as a consequence thereof, (y) no such conversion or continuation shall be permitted with regard to any Swingline Loans and (z) no conversion of Base Rate Loans into SOFR Loans or continuation of SOFR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent written notice not later than 11:00 a.m. three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR Loans and one Business Day prior to the intended effective date of any conversion of SOFR Loans into Base Rate Loans. Each such notice (each, a “Notice of Conversion/Continuation”) shall be irrevocable, shall be given in the form of Exhibit B-3 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each Lender of the proposed conversion or continuation. In the event that the Borrowers shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR Loans, such SOFR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR Loans, then such Borrower shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (a) Each The Borrower shall have the right, on any Business Day occurring on or after the Closing Amendment Effective Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate ABR Loans into SOFR LIBOR Loans, or to convert any SOFR LIBOR Loans the Interest Periods for which end on the same day into Base Rate ABR Loans, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR LIBOR Loans the Interest Periods for which end on the same day for an additional Interest Period, provided that (wx) any such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate ABR Loans shall involve an aggregate principal amount of not less than $3,000,000 500,000 or, if greater, an integral multiple of $1,000,000 in excess 100,000 thereof; any such conversion of Base Rate ABR Loans of the same Borrowing into, or continuation of, SOFR LIBOR Loans shall involve an aggregate principal amount of not less than $5,000,000 1,000,000 or, if greater, an integral multiple of $1,000,000 in excess 500,000 thereof; , and no partial conversion of SOFR LIBOR Loans of the same made pursuant to a single Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 1,000,000 or to any greater amount not an integral multiple of $1,000,000 500,000 in excess thereof, (x) except as otherwise provided in SECTION 2.16(D), LIBOR Loans may be converted into ABR Loans only on the last day of the Interest Period applicable thereto (and, in any event, if a SOFR LIBOR Loan is converted into a Base Rate an ABR Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 SECTION 2.18 to be paid as a consequence thereof), (y) no such conversion or continuation shall be permitted with regard to any ABR Loans that are Swingline Loans Loans, and (z) no conversion of Base Rate ABR Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans upon the expiration of the Interest Period therefor shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent written notice not later than 11:00 a.m. a.m., Charlotte time, three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate ABR Loans into, or continuation of, SOFR LIBOR Loans and one (1) Business Day prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate ABR Loans. Each such notice (each, a “"Notice of Conversion/Continuation”") shall be irrevocable, shall be given in the form of Exhibit B-3 EXHIBIT D and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount and Type of the Revolving Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each Lender of the proposed conversion or continuation. In the event that the Borrowers Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans shall automatically be converted to Base Rate ABR Loans upon the expiration of the then-then current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR Loans, then such Borrower shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (a) Each The Borrower shall have the right, on any Business Day occurring on or after the Closing Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans of any Class into SOFR LoansLIBOR Loans of the same Class, or to convert any SOFR LIBOR Loans of any Class the Interest Periods for which end on the same day into Base Rate LoansLoans of the same Class, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR LIBOR Loans of any Class the Interest Periods for which end on the same day for an additional Interest Period, provided that (w) any such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate Loans shall involve an aggregate principal amount of not less than $3,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR LIBOR Loans shall involve an aggregate principal amount of not less than $5,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same made pursuant to a single Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 or to any greater amount not an integral multiple of $1,000,000 in excess thereof, (x) except as otherwise provided in Section 2.16(f), LIBOR Loans may be converted into Base Rate Loans only on the last day of the Interest Period applicable thereto (and, in any event, if a SOFR LIBOR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 2.18 to be paid as a consequence thereof), (y) no such conversion or continuation shall be permitted with regard to any Base Rate Loans that are Swingline Loans Loans, and (z) no conversion of Base Rate Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent written notice not later than 11:00 a.m. a.m., Charlotte time, three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR LIBOR Loans and one Business Day prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate Loans. Each such notice (each, a “Notice of Conversion/Continuation”) shall be irrevocable, shall be given in the form of Exhibit B-3 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount amount, Class and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each applicable Lender of the proposed conversion or continuation. In the event that the Borrowers Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-then current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR LIBOR Loans, then such the Borrower shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (a) Each Borrower The Borrowers shall have the right, on any Business Day occurring on or after the Closing Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans into SOFR LIBOR Loans, or to convert any SOFR LIBOR Loans the Interest Periods for which end on the same day into Base Rate Loans, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR LIBOR Loans the Interest Periods for which end on the same day for an additional Interest Period, provided that (w) any such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate Loans shall involve an aggregate principal amount of not less than $3,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR LIBOR Loans shall involve an aggregate principal amount of not less than $5,000,000 3,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same made pursuant to a single Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 3,000,000 or to any greater amount not an integral multiple of $1,000,000 in excess thereof, (x) except as otherwise provided in Section 2.16(f), LIBOR Loans may be converted into Base Rate Loans only on the last day of the Interest Period applicable thereto (and, in any event, if a SOFR LIBOR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower Borrowers will pay, upon such conversion, all amounts required under Section 2.19 2.18 to be paid as a consequence thereof), (y) no such conversion or continuation shall be permitted with regard to any Base Rate Loans that are Swingline Loans Loans, and (z) no conversion of Base Rate Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower Borrowers shall make each such election by giving the Administrative Agent written notice from the Administrative Borrower not later than 11:00 a.m. a.m., Charlotte time, three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR LIBOR Loans and one (1) Business Day prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate Loans. Each such notice (each, a “Notice of Conversion/Continuation”) shall be irrevocable, shall be given in the form of Exhibit B-3 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each applicable Lender of the proposed conversion or continuation. In the event that the Borrowers shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-then current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable Borrower Borrowers shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR LIBOR Loans, then such Borrower the Borrowers shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (a) Each Borrower The Borrowers shall have the right, on any Business Day occurring on or after the Closing Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans of any Class into SOFR LoansLIBOR Loans of the same Class, or to convert any SOFR Dollar LIBOR Loans of any Class the Interest Periods for which end on the same day into Base Rate LoansLoans of the same Class, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR LIBOR Loans of any Class the Interest Periods for which end on the same day for an additional Interest Period, provided that (v) any such continuation of LIBOR Loans that are Foreign Currency Revolving Loans for an additional Interest Period shall be in the same Foreign Currency, (w) any such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate Loans shall involve an aggregate principal amount of not less than $3,000,000 500,000 or, if greater, an integral multiple of $1,000,000 100,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR LIBOR Loans shall involve an aggregate principal amount of not less than $5,000,000 1,000,000 or, if greater, an integral multiple of $1,000,000 500,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same made pursuant to a single Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 1,000,000 or to any greater amount not an integral multiple of $1,000,000 500,000 in excess thereof, (x) if a SOFR Loan is any LIBOR Loans are converted into a Base Rate Loan on any day Loans other than on the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 2.18 to be paid as a consequence thereof, (y) no such conversion or continuation shall be permitted with regard to any Base Rate Loans that are Swingline Loans Loans, and (z) no conversion of Base Rate Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent written notice not later than 11:00 a.m. three (3) U.S. Government Securities a.m., Charlotte time, the Applicable Number of Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR LIBOR Loans and one (1) Business Day prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate Loans. Each such notice (each, a “Notice of Conversion/Continuation”) shall be irrevocable, shall be given in the form of Exhibit B-3 and shall specify (xw) the date of such conversion or continuation (which shall be a Business Day), (yx) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, (y) in the case of a continuation of Foreign Currency Revolving Loans, the applicable Foreign Currency, and (z) the aggregate amount amount, Class and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each applicable Lender of the proposed conversion or continuation. In the event that the Borrowers applicable Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-then current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR LIBOR Loans, then such Borrower shall be deemed to have selected an Interest Period with a duration of one month. (c) At the election of the Required Revolving Credit Lenders, upon the occurrence and during the continuance of any Event of Default, all Foreign Currency Loans then outstanding shall be redenominated into Dollars (based on the Dollar Amount of such Foreign Currency Loans on the date of redenomination) on the last day of the then current Interest Periods therefor, provided that in each case the Borrowers shall be liable for any currency exchange loss related to such payments and shall promptly pay to each Lender, upon receipt of notice thereof from such Lender to the Company, the amount of any such loss incurred by such Lender.

Conversions and Continuations. (a) Each The Borrower shall have the right, on any Business Day occurring on or after the Closing Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans into SOFR LIBOR Loans, or to convert any SOFR LIBOR Loans the Interest Periods for which end on the same day into Base Rate Loans, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR LIBOR Loans the Interest Periods for which end on the same day for an additional Interest Period, provided that (t) Borrowings of a Class may only be continued as or converted into a Borrowing of the same Class, (u) a Borrowing denominated in one Currency may not be continued as, or converted to, a Borrowing in a different Currency, (v) a Borrowing of LIBOR Loans denominated in a Foreign Currency may not be converted to a Borrowing of a different Type, (w) any such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate Loans shall involve an aggregate principal amount of not less than $3,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR LIBOR Loans shall involve an aggregate principal amount of not less than $5,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same made pursuant to a single Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 or to any greater amount not an integral multiple of $1,000,000 in excess thereof, (x) except as otherwise provided in Section 2.15(f), LIBOR Loans may be converted into Base Rate Loans only on the last day of the Interest Period applicable thereto (and, in any event, if a SOFR LIBOR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 2.17 to be paid as a consequence thereof), (y) no such conversion or continuation shall be permitted with regard to any Swingline Loans Loans, and (z) no conversion of Base Rate Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent written notice (i) not later than 11:00 a.m. a.m., Charlotte, North Carolina time, three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans intointo LIBOR Loans, or any continuation ofof LIBOR Loans denominated in Dollars, SOFR (ii) not later than 10:00 a.m., Charlotte, North Carolina time, four (4) Business Days prior to the intended effective date of any continuation of LIBOR Loans denominated in a Foreign Currency, and (iii) not later than 11:00 a.m., Charlotte, North Carolina time, one (1) Business Day prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate Loans. Each such notice (each, a “Notice of Conversion/Continuation”) shall be irrevocable, shall be given in the form of Exhibit B-3 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount amount, Class, Currency and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each applicable Lender of the proposed conversion or continuation. In the event that the Borrowers Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any of its outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans denominated in Dollars shall automatically be converted to Base Rate Loans upon the expiration of the then-then current Interest Period applicable thereto (unless repaid pursuant to the terms hereof)) and LIBOR Loans denominated in a Foreign Currency shall be repaid upon the expiration of the then current Interest Period applicable thereto pursuant to the terms hereof. In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR its LIBOR Loans, then such the Borrower shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (a) Each The Borrower shall have the right, on any Business Day occurring on or after the Closing Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans into SOFR LIBOR Loans, or to convert any SOFR LIBOR Loans the Interest Periods for which end on the same day into Base Rate Loans, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR LIBOR Loans the Interest Periods for which end on the same day for an additional Interest Period, ; provided that (wx) any such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate Loans shall involve an aggregate principal amount of not less than $3,000,000 500,000 or, if greater, an integral multiple of $1,000,000 100,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR LIBOR Loans shall involve an aggregate principal amount of not less than $5,000,000 500,000 or, if greater, an integral multiple of $1,000,000 100,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same made pursuant to a single Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 500,000 or to any greater amount not an integral multiple of $1,000,000 100,000 in excess thereof, (xy) except as otherwise provided in Sections 2.16(e) and 2.16(f), LIBOR Loans may be converted into Base Rate Loans only on the last day of the Interest Period applicable thereto (and, in any event, if a SOFR LIBOR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 2.18 to be paid as a consequence thereof), (y) no such conversion or continuation shall be permitted with regard to any Swingline Loans and (z) no conversion of Base Rate Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent written notice not later than 11:00 a.m. 12:00 p.m. three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR LIBOR Loans and one (1) Business Day prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate Loans, unless such notice requirement is shortened by the Administrative Agent. Each such notice (each, a “Notice of Conversion/Continuation”) shall be irrevocable, shall be given in the form of Exhibit B-3 B-2 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each Lender of the proposed conversion or continuation. In the event that the Borrowers Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-then current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR LIBOR Loans, then such the Borrower shall be deemed to have selected an Interest Period with a duration of one (1) month.

Conversions and Continuations. (a) Each Any Borrower shall have the right, on any Business Day occurring on or after the Closing Date, to elect (i) to convert all or a portion of the outstanding principal amount of any of its Base Rate Loans into SOFR LIBOR Loans, or to convert any SOFR of its LIBOR Loans the Interest Periods for which end on the same day into Base Rate Loans, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR of its LIBOR Loans the Interest Periods for which end on the same day for an additional Interest Period; provided that, provided that in each case, (u) a Borrowing denominated in one Currency may not be continued as, or converted into, a Borrowing denominated in a different Currency; (v) a Borrowing of LIBOR Loans denominated in a Foreign Currency may not be converted into a Borrowing of a different Type; (w) (1) any such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate Loans shall involve an aggregate principal amount of not less than $3,000,000 or1,000,000 and, if greater, an integral multiple of $1,000,000 500,000 in excess thereof; , (2) any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR LIBOR Loans shall involve an aggregate principal amount of not less than $5,000,000 or1,000,000 and, if greater, an integral multiple of $1,000,000 500,000 in excess thereof; and (3) no partial conversion of SOFR LIBOR Loans of the same made pursuant to a single Borrowing shall reduce the outstanding principal amount of SOFR LIBOR Loans made pursuant to such Borrowing to less than $5,000,000 1,000,000 or to any greater amount not an integral multiple of $1,000,000 500,000 in excess thereof, ; (x) except as otherwise provided in Section 2.16(f), LIBOR Loans may be converted into Base Rate Loans only on the last day of the Interest Period applicable thereto (and, in any event, if a SOFR LIBOR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will shall pay, upon such conversion, all amounts required under Section 2.19 2.18 to be paid as a consequence thereof, ); (y) no such conversion or continuation shall be permitted with regard to any Swingline Loans Loans; and (z) no conversion of Base Rate Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable A Borrower shall make each such election by giving the Administrative Agent written notice not later than 11:00 a.m. 12:00 p.m., Charlotte time, (i) three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans intointo LIBOR Loans or continuation of LIBOR Loans denominated in Dollars, (ii) four Business Days prior to the intended effective date of any continuation of LIBOR Loans denominated in a Foreign Currency, or continuation of, SOFR Loans and one (iii) two Business Day Days prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate Loans. Each such notice (each, a “Notice of Conversion/Continuation”) shall be irrevocable, shall be given in the form of Exhibit B-3 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount amount, Currency and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will shall promptly notify each applicable Lender of the proposed conversion or continuation. In the event that the Borrowers If any Borrower shall fail to deliver a timely Notice of Conversion/Continuation as provided herein (1) with respect to any of its outstanding SOFR LoansLIBOR Loans denominated in Dollars, then such SOFR LIBOR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-then current Interest Period applicable thereto (unless repaid pursuant to the terms hereof)) or (2) with respect to any of its outstanding LIBOR Loans denominated in a Foreign Currency, then such LIBOR Loans shall be automatically continued as LIBOR Loans denominated in such Foreign Currency with an Interest Period of one month upon the expiration of the then current Interest Period applicable thereto. In the event the applicable If a Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR LIBOR Loans, then such Borrower shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (a) Each The Borrower shall have the right, on any Business Day occurring on or after the Closing Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans into SOFR Loans, or to convert any SOFR Loans the Interest Periods for which end on the same day into Base Rate Loans, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR Loans the Interest Periods for which end on the same day for an additional Interest Period, ; provided that (wx) any such conversion of SOFR Loans of the same Borrowing into Base Rate Loans shall involve an aggregate principal amount of not less than $3,000,000 500,000 or, if greater, an integral multiple of $1,000,000 100,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR Loans shall involve an aggregate principal amount of not less than $5,000,000 500,000 or, if greater, an integral multiple of $1,000,000 100,000 in excess thereof; and no partial conversion of SOFR Loans of the same Borrowing shall reduce the outstanding principal amount of such SOFR Loans to less than $5,000,000 500,000 or to any greater amount not an integral multiple of $1,000,000 100,000 in excess thereof, (xy) if a SOFR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 2.18 to be paid as a consequence thereof, (y) no such conversion or continuation shall be permitted with regard to any Swingline Loans and (z) no conversion of Base Rate Loans into SOFR Loans or continuation of SOFR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent written notice not later than 11:00 a.m. 12:00 p.m. three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR Loans and one (1) Business Day prior to the intended effective date of any conversion of SOFR Loans into Base Rate Loans, unless such notice requirement is shortened by the Administrative Agent. Each such notice (each, a “Notice of Conversion/Continuation”) shall be irrevocable, shall be given in the form of Exhibit B-3 B-2 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each Lender of the proposed conversion or continuation. In the event that the Borrowers Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR Loans, such SOFR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-current Interest Period applicable thereto (unless repaid pursuant to the terms hereof); provided, that the Borrower may direct the Administrative Agent in the Notice of Borrowing to continue SOFR Loans as successive Interest Periods of the same duration until the Borrower shall give the Administrative Agent written notice at least three (3) U.S. Government Securities Business Days prior to the end of an Interest Period in the form of Exhibit B-2 that, as of the end of such Interest Period, the SOFR Loans shall convert into Base Rate Loans or shall be continued as SOFR Loans having an Interest Period as so notified. In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR Loans, then such the Borrower shall be deemed to have selected an Interest Period with a duration of one (1) month.

Conversions and Continuations. (a) Each Borrower shall have the right, on any Business Day occurring on or after the Closing Date, to may elect (i) to convert all or a portion of the outstanding principal amount of any of its Base Rate Loans into SOFR LIBOR Loans, or to convert any SOFR of its LIBOR Loans the Interest Periods for which end on the same day into Base Rate Loans, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR of its LIBOR Loans the Interest Periods for which end on the same day for an additional Interest Period, provided that (wx) any such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate Loans shall involve an aggregate be in a principal amount of not less than $3,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR of LIBOR Loans shall involve an aggregate be in a principal amount of not less than $5,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 or to any greater amount not an integral multiple of $1,000,000 in excess thereof, (xy) except as otherwise provided in Section 2.15(f), LIBOR Loans may be converted into Base Rate Loans only on the last day of the Interest Period applicable thereto (and, in any event, if a SOFR LIBOR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable respective Borrower will pay, upon such conversion, all amounts required under Section 2.19 2.17 to be paid as a consequence thereof, (y) no such conversion or continuation shall be permitted with regard to any Swingline Loans and (z) no conversion of Base Rate Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Each Borrower shall make each such election by giving must give the Administrative Agent written notice not later than 11:00 a.m. a.m., Charlotte time, three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR LIBOR Loans and one (1) Business Day prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate Loans. Each such notice (each, a “Notice of Conversion/Continuation”) shall be irrevocable, shall be given in the form of Exhibit B-3 B-2 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each Tranche 1 Lender of the proposed conversion or continuation. In the event that the Borrowers any Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any of its outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable that any Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the specify an Interest Period to be applicable to any conversion into, or continuation of, SOFR its LIBOR Loans, then such Borrower shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (a) Each The Borrower shall have the right, on any Business Day occurring on or after the Closing Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans of any Class into SOFR LoansLIBOR Loans of the same Class, or to convert any SOFR LIBOR Loans of any Class the Interest Periods for which end on the same day into Base Rate LoansLoans of the same Class, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR LIBOR Loans of any Class the Interest Periods for which end on the same day for an additional Interest Period, provided that (w) any such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate Loans shall involve an aggregate principal amount of not less than $3,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR LIBOR Loans shall involve an aggregate principal amount of not less than $5,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same made pursuant to a single Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 or to any greater amount not an integral multiple of $1,000,000 in excess thereof, (x) except as otherwise provided in Section 2.15(f), LIBOR Loans may be converted into Base Rate Loans only on the last day of the Interest Period applicable thereto (and, in any event, if a SOFR LIBOR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 2.17 to be paid as a consequence thereof), (y) no such conversion or continuation shall be permitted with regard to any Swingline Loans Loans, and (z) no conversion of Base Rate Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent written notice not later than 11:00 a.m. a.m., Charlotte time, three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR LIBOR Loans and one (1) Business Day prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate Loans. Each such notice (each, a “Notice of Conversion/Continuation”) shall be irrevocable, shall be given in the form of Exhibit B-3 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount amount, Class and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each applicable Lender of the proposed conversion or continuation. In the event that the Borrowers Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-then current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR LIBOR Loans, then such the Borrower shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (a) Each Borrower shall have the right, on any Business Day occurring on or after the Closing Date, to may elect (i) to convert all or a portion of the outstanding principal amount of any of its Base Rate Loans into SOFR LIBOR Loans, or to convert any SOFR of its LIBOR Loans the Interest Periods for which end on the same day into Base Rate Loans, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR of its LIBOR Loans the Interest Periods for which end on the same day for an additional Interest Period, ; provided that (wx) any such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate Loans shall involve an aggregate be in a principal amount of not less than $3,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR LIBOR Loans shall involve an aggregate be in a principal amount of not less than $5,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 or to any greater amount not an integral multiple of $1,000,000 in excess thereof, (xy) except as otherwise provided in Section 2.15(f), LIBOR Loans may be converted into Base Rate Loans only on the last day of the Interest Period applicable thereto (and, in any event, if a SOFR LIBOR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable respective Borrower will pay, upon such conversion, all amounts required under Section 2.19 2.17 to be paid as a consequence thereof, (y) no such conversion or continuation shall be permitted with regard to any Swingline Loans and (z) no conversion of Base Rate Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Each Borrower shall make each such election by giving must give the Administrative Agent written notice not later than 11:00 a.m. a.m., Charlotte time, three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR LIBOR Loans and one Business Day prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate Loans. Each such notice (each, a “Notice of Conversion/Continuation”) shall be irrevocable, shall be given substantially in the form of Exhibit B-3 B-2 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each Tranche 1 Lender of the proposed conversion or continuation. In the event that the Borrowers any Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any of its outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable that any Borrower shall have failed to select specify in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR its LIBOR Loans, then such Borrower shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (a) Each Borrower shall have the right, on any Business Day occurring on or after the Closing Date, to may elect (i) to convert all or a portion of the outstanding principal amount of any of its Base Rate Loans into SOFR LIBOR Loans, or to convert any SOFR of its LIBOR Loans the Interest Periods for which end on the same day into Base Rate Loans, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR of its LIBOR Loans the Interest Periods for which end on the same day for an additional Interest Period, provided that (wx) any such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate Loans shall involve an aggregate be in a principal amount of not less than $3,000,000 1,000,000 or, if greater, an integral multiple of $1,000,000 100,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR of LIBOR Loans shall involve an aggregate be in a principal amount of not less than $5,000,000 3,000,000 or, if greater, an integral multiple of $1,000,000 500,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 3,000,000 or to any greater amount not an integral multiple of $1,000,000 500,000 in excess thereof, (xy) except as otherwise provided in Section 2.15(f), LIBOR Loans may be converted into Base Rate Loans only on the last day of the Interest Period applicable thereto (and, in any event, if a SOFR LIBOR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable respective Borrower will pay, upon such conversion, all amounts required under Section 2.19 2.17 to be paid as a consequence thereof, (y) no such conversion or continuation shall be permitted with regard to any Swingline Loans and (z) no conversion of Base Rate Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Each Borrower shall make each such election by giving must give the Administrative Agent written notice not later than 11:00 a.m. three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR LIBOR Loans and one (1) Business Day prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate Loans. Each such notice (each, a “Notice of Conversion/Continuation”) shall be irrevocable, shall be given in the form of Exhibit B-3 B-2 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each Lender of the proposed conversion or continuation. In the event that the Borrowers any Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any of its outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable that any Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the specify an Interest Period to be applicable to any conversion into, or continuation of, SOFR its LIBOR Loans, then such Borrower shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (a) Each The Borrower shall have the right, on any Business Day occurring on or after the Closing Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans of any Class into SOFR LoansLoans of the same Class, or to convert any SOFR Loans of any Class the Interest Periods for which end on the same day into Base Rate LoansLoans of the same Class, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR Loans of any Class, the Interest Periods for which end on the same day day, for an additional Interest Period, provided that (w) any such conversion of SOFR Loans of the same Borrowing into Base Rate Loans shall involve an aggregate principal amount of not less than $3,000,000 1,000,000 (or, if less, the aggregate outstanding amount of such SOFR Loan) and, if greater, an integral multiple of $1,000,000 500,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR Loans shall involve an aggregate principal amount of not less than $5,000,000 1,000,000 (or, if less, the aggregate outstanding amount of such Base Rate Loan) or, if greater, an integral multiple of $1,000,000 500,000 in excess thereof; thereof (or, if such excess amount is less than $500,000, the remainder of such excess amount) and no partial conversion of SOFR Loans of the same made pursuant to a single Borrowing shall reduce the outstanding principal amount of such SOFR Loans to less than $5,000,000 1,000,000 or to any greater amount not an integral multiple of $1,000,000 500,000 in excess thereofthereof (or, if such excess amount is less than $500,000, the remainder of such excess amount), (x) if a except as otherwise provided in Section 2.16, SOFR Loan is Loans may be converted into a Base Rate Loan Loans and only on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 to be paid as a consequence thereof, (y) no such conversion or continuation shall be permitted with regard to any Base Rate Loans that are Swingline Loans and (z) no conversion of Base Rate Loans into SOFR Loans or continuation of SOFR Loans shall be permitted during the continuance of a Default or an Event of Default. (b) . The applicable Borrower shall make each such election by giving the Administrative Agent written notice not later than 11:00 a.m. 2:00 p.m., three (3) U.S. Government Securities Business Days prior to the intended effective date of any such conversion or continuation (or in the case of a conversion of any Loan into a Base Rate Loans intoLoan, or continuation of, SOFR Loans and one Business Day prior to on the intended effective date of any conversion of SOFR Loans into Base Rate Loanssuch conversion). Each such notice (each, a “Notice of Conversion/Continuation”) shall be irrevocable, shall be given in the form of Exhibit B-3 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount principal amount, Class and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each Lender having a Commitment for Loans (or outstanding Loans) of the relevant Class of the proposed conversion or continuation. In the event that the Borrowers Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR Loans, such SOFR Loans shall automatically be converted to Base Rate Loans upon continued at the expiration end of the then-current its Interest Period applicable thereto (unless repaid pursuant to the terms hereof)as a SOFR Loan with an Interest Period of one month. In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR Loans, then such the Borrower shall be deemed to have selected an Interest Period with a duration of one monththree months.

Conversions and Continuations. (a) Each The Borrower shall have the right, on any Business Day occurring on or after the Closing Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans under either Credit Facility into SOFR LoansLIBOR Loans under the same Credit Facility, or to convert any SOFR LIBOR Loans under either Credit Facility the Interest Periods for which end on the same day into Base Rate LoansLoans under the same Credit Facility, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR LIBOR Loans under either Credit Facility the Interest Periods for which end on the same day for an additional Interest Period, provided that (wi) any such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate Loans shall involve an aggregate principal amount of not less than $1,000,000 or, if greater, an integral multiple of $500,000 in excess thereof; (ii) any such conversion of Base Rate Loans into, or continuation of, LIBOR Loans shall involve an aggregate principal amount of not less than $3,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR Loans shall involve an aggregate principal amount of not less than $5,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; and (iii) no partial conversion of SOFR LIBOR Loans of the same made pursuant to a single Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 3,000,000 or to any greater amount not an integral multiple of $1,000,000 in excess thereof, (xiv) if no such conversion or continuation shall be permitted with regard to any Base Rate Loans that are Swingline Loans, and (v) no conversion of Base Rate Loans into LIBOR Loans or continuation of LIBOR Loans into a SOFR new Interest Period shall be permitted during the continuance of a Default or Event of Default. If a LIBOR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 SECTION 2.13 to be paid as a consequence thereof, (y) no such conversion or continuation shall be permitted with regard to any Swingline Loans and (z) no conversion of Base Rate Loans into SOFR Loans or continuation of SOFR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent written notice not later than 11:00 a.m. 12:00 noon, Charlotte time, three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR LIBOR Loans and one (1) Business Day prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate Loans. Each such notice (each, a “"Notice of Conversion/Continuation”") shall be irrevocable, shall be given in the form of Exhibit B-3 EXHIBIT B-2 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount and Type of the Loans being converted or continued. Upon continued and the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each Lender of the proposed conversion or continuation. In the event that the Borrowers shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR Loans, Credit Facility under which such SOFR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR Loans, then such Borrower shall be deemed to have selected an Interest Period with a duration of one month.were

Conversions and Continuations. (a) Each The Borrower shall have the right, on any Business Day occurring on or after the Closing DateDay, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans into SOFR LIBOR Loans, or to convert any SOFR LIBOR Loans the Interest Periods for which end on the same day into Base Rate Loans, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR LIBOR Loans the Interest Periods for which end on the same day for an additional Interest Period, provided that (wx) any such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate Loans shall involve an aggregate principal amount of not less than $1,000,000 or, if greater, an integral multiple of $500,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of LIBOR Loans shall involve an aggregate principal amount of not less than $3,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR Loans shall involve an aggregate principal amount of not less than $5,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 3,000,000 or to any greater amount not an integral multiple of $1,000,000 in excess thereof, (xy) except as otherwise provided in SECTION 2.15(D), a LIBOR Loan may be converted into a Base Rate Loan only on the last day of the Interest Period applicable thereto (and, in any event, if a SOFR LIBOR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 SECTION 2.17 to be paid as a consequence thereof, (y) no such conversion or continuation shall be permitted with regard to any Swingline Loans and (z) no conversion of Base Rate Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent written notice not later than 11:00 a.m. a.m., Charlotte time, three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR LIBOR Loans and one (1) Business Day prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate Loans. Each such notice (each, a “"Notice of Conversion/Conversion/ Continuation”") shall be irrevocable, shall be given in the form of Exhibit B-3 EXHIBIT B-2 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each Lender of the proposed conversion or continuation. In the event that the Borrowers Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR LoansLIBOR Loan, such SOFR Loans LIBOR Loan shall automatically be converted to a LIBOR Loan having an Interest Period of one (1) month; provided that if Borrower is not otherwise entitled to convert into or continue a LIBOR Loan, then such LIBOR Loan shall automatically be converted to a Base Rate Loans Loan, in each case upon the expiration of the then-then current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR Loans, then such Borrower shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (a) Each The Borrower shall have the right, on any Business Day occurring on or after the fourth (4th) day after the Closing Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans Tranche into SOFR Loansa LIBOR Tranche, or to convert any SOFR Loans the Interest Periods for which end on the same day LIBOR Tranche into a Base Rate LoansTranche, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR Loans the Interest Periods for which end on the same day LIBOR Tranche for an additional Interest Period, provided that (wx) any such conversion or continuation of SOFR Loans of the same Borrowing into Base Rate Loans a LIBOR Tranche shall involve an aggregate a principal amount of not less than $3,000,000 2,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR Loans shall involve an aggregate principal amount of not less than $5,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; and no partial conversion of SOFR Loans of the same Borrowing shall reduce the outstanding principal amount of SOFR Loans to less than $5,000,000 or to any greater amount not an integral multiple of $1,000,000 500,000 in excess thereof, (xy) except as otherwise provided in Section 3.7(d), a LIBOR Tranche may be converted into a Base Rate Tranche only on the last day of the Interest Period applicable thereto (and, in any event, if a SOFR Loan LIBOR Tranche is converted into a Base Rate Loan Tranche on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 3.9 to be paid as a consequence thereof, (y) no such conversion or continuation shall be permitted with regard to any Swingline Loans and (z) no conversion of a Base Rate Loans Tranche into SOFR Loans a LIBOR Tranche or continuation of SOFR Loans a LIBOR Tranche shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent delivering written notice not later than to the Lender prior to 11:00 a.m. a.m., Charlotte time, at least three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of a Base Rate Loans Tranche into, or continuation of, SOFR Loans a LIBOR Tranche and at least one (1) Business Day prior to the intended effective date of any conversion of SOFR Loans a LIBOR Tranche into a Base Rate LoansTranche. Each such notice (each, a “"Notice of Conversion/Continuation”") shall be irrevocable, shall be given in the form of Exhibit B-3 B, shall be executed by an Authorized Officer of the Borrower and shall be appropriately completed to specify (x) the date of such conversion or continuation (which shall be a Business Day)continuation, (y) in the case of a conversion into, or a continuation of, SOFR Loansa LIBOR Tranche, the Interest Period to be applicable thereto, thereto and (z) the aggregate amount and Type type (Base Rate or LIBOR) of the Loans Tranche being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each Lender of the proposed conversion or continuation. In the event that the Borrowers Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR LoansLIBOR Tranche, such SOFR Loans LIBOR Tranche shall automatically be converted to a Base Rate Loans Tranche upon the expiration of the then-then current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR Loans, then such Borrower shall be deemed to have selected an Interest Period with a duration of one monththereto.

Conversions and Continuations. (a) Each Borrower shall have the right, on any Business Day occurring on or after the Closing Date, to may elect (i) to convert all or a portion of the outstanding principal amount of any of its Base Rate Loans into SOFR LIBOR Loans, or to convert any SOFR of its LIBOR Loans the Interest Periods for which end on the same day into Base Rate Loans, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR of its LIBOR Loans the Interest Periods for which end on the same day for an additional Interest Period, provided that (wx) any such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate Loans shall involve an aggregate be in a principal amount of not less than $3,000,000 1,000,000 or, if greater, an integral multiple of $1,000,000 100,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR of LIBOR Loans shall involve an aggregate be in a principal amount of not less than $5,000,000 3,000,000 or, if greater, an integral multiple of $1,000,000 500,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 3,000,000 or to any greater amount not an integral multiple of $1,000,000 500,000 in excess thereof, (xy) except as otherwise provided in Section 2.15(f), LIBOR Loans may be converted into Base Rate Loans only on the last day of the Interest Period applicable thereto (and, in any event, if a SOFR LIBOR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable respective Borrower will pay, upon such conversion, all amounts required under Section 2.19 2.17 to be paid as a consequence thereof, (y) no such conversion or continuation shall be permitted with regard to any Swingline Loans and (z) no conversion of Base Rate Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Each Borrower shall make each such election by giving must give the Administrative Agent written notice not later than 11:00 a.m. a.m., Charlotte, North Carolina time, three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR LIBOR Loans and one (1) Business Day prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate Loans. Each such notice (each, a “Notice of Conversion/Continuation”) shall be irrevocable, shall be given in the form of Exhibit B-3 B-2 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each Lender of the proposed conversion or continuation. In the event that the Borrowers any Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any of its outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable that any Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the specify an Interest Period to be applicable to any conversion into, or continuation of, SOFR its LIBOR Loans, then such Borrower shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (a) Each The Borrower shall have the right, on any Business Day occurring on or after the Closing Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans into SOFR LIBOR Loans, or to convert any SOFR LIBOR Loans the Interest Periods for which end on the same day into Base Rate Loans, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR LIBOR Loans the Interest Periods for which end on the same day for an additional Interest Period, provided that (wx) any such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate Loans shall involve an aggregate principal amount of not less than $3,000,000 250,000 or, if greater, an integral multiple of $1,000,000 50,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR LIBOR Loans shall involve an aggregate principal amount of not less than $5,000,000 500,000 or, if greater, an integral multiple of $1,000,000 250,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same made pursuant to a single Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 500,000 or to any greater amount not an integral multiple of $1,000,000 250,000 in excess thereof, (xy) except as otherwise provided in SECTION 2.16(D), LIBOR Loans may be converted into Base Rate Loans only on the last day of the Interest Period applicable thereto (and, in any event, if a SOFR LIBOR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 SECTION 2.18 to be paid as a consequence thereof), (y) no such conversion or continuation shall be permitted with regard to any Swingline Loans and (z) no conversion of Base Rate Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent written notice not later than 11:00 a.m. 12:00 noon, Charlotte time, three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR LIBOR Loans and one (1) Business Day prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate Loans. Each such notice (each, a “"Notice of Conversion/Continuation”") shall be irrevocable, shall be given in the form of Exhibit B-3 EXHIBIT B-2 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each Lender of the proposed conversion or continuation. In the event that the Borrowers Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-then current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR LIBOR Loans, then such the Borrower shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (a) Each The Borrower shall have the right, on any Business Day occurring on or after the Closing Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans into SOFR LIBOR Loans, or to convert any SOFR LIBOR Loans the Interest Periods for which end on the same day into Base Rate Loans, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR LIBOR Loans the Interest Periods for which end on the same day for an additional Interest Period, ; provided that (wx) any such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate Loans shall involve an aggregate principal amount of not less than $3,000,000 500,000 or, if greater, an integral multiple of $1,000,000 100,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR LIBOR Loans shall involve an aggregate principal amount of not less than $5,000,000 500,000 or, if greater, an integral multiple of $1,000,000 100,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same made pursuant to a single Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 500,000 or to any greater amount not an integral multiple of $1,000,000 100,000 in excess thereof, (xy) except as otherwise provided in Sections 2.16(e) and 2.16(f), LIBOR Loans may be converted into Base Rate Loans only on the last day of the Interest Period applicable thereto (and, in any event, if a SOFR LIBOR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 2.18 to be paid as a consequence thereof), (y) no such conversion or continuation shall be permitted with regard to any Swingline Loans and (z) no conversion of Base Rate Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent written notice not later than 11:00 a.m. 12:00 p.m. three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR LIBOR Loans and one (1) Business Day prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate Loans, unless such notice requirement is shortened by the Administrative Agent. Each such notice (each, a “Notice of Conversion/Continuation”) shall be irrevocable, shall be given in the form of Exhibit B-3 B-2 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each Lender of the proposed conversion or continuation. In the event that the Borrowers Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR LoansLIBOR Loans for which notice of the expiration of the Interest Period has been provided by the Administrative Agent to the Borrower pursuant to Section 2.10(vii), such SOFR LIBOR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-then current Interest Period applicable thereto (unless repaid pursuant to the terms hereof); provided that if the Administrative Agent has not delivered such notice pursuant to Section 2.10(vii), such Loans shall be continued as LIBOR Loans with an Interest Period of one (1) month. In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR LIBOR Loans, then such the Borrower shall be deemed to have selected an Interest Period with a duration of one (1) month.

Conversions and Continuations. (a) Each The Borrower shall have the right, on any Business Day occurring on or after the Closing Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans into SOFR LIBOR Loans, or to convert any SOFR LIBOR Loans the Interest Periods for which end on the same day into Base Rate Loans, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR LIBOR Loans the Interest Periods for which end on the same day for an additional Interest Period, provided that (w) any such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate Loans shall involve an aggregate principal amount of not less than $3,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR LIBOR Loans shall involve an aggregate principal amount of not less than $5,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same Borrowing shall reduce the outstanding principal amount of SOFR LIBOR Loans to less than $5,000,000 or to any greater amount not an integral multiple of $1,000,000 in excess thereof, (x) if a SOFR LIBOR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 to be paid as a consequence thereof, (y) no such conversion or continuation shall be permitted with regard to any Swingline Loans and (z) no conversion of Base Rate Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent written notice not later than 11:00 a.m. three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR LIBOR Loans and one Business Day prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate Loans. Each such notice (each, a “Notice of Conversion/Continuation”) shall be irrevocable, shall be given in the form of Exhibit B-3 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each Lender of the proposed conversion or continuation. In the event that the Borrowers Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR LIBOR Loans, then such the Borrower shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (a) Each With respect to Revolving Loans, the Borrower shall have the rightoption to, on subject to the notice requirements and minimum amounts set forth herein, (a) convert at any time following the third U.S. Government Securities Business Day occurring on or after the Closing Date, to elect (i) to convert Restatement Effective Date all or a any portion of the any outstanding principal amount of any Base Rate Loans (other than Swingline Loans) into SOFR Loans, one or to convert any more SOFR Loans the Interest Periods for which end on the same day into Base Rate Loans, or and (iib) upon the expiration of any Interest PeriodPeriod therefor, to continue (i) convert all or a portion of the outstanding principal amount any part of any outstanding SOFR Loans the Interest Periods for which end on the same day for an additional Interest Periodinto Base Rate Loans (other than Swingline Loans) or (ii) continue any such SOFR Loans as SOFR Loans, provided that (w) any such conversion of SOFR Loans of the same Borrowing into Base Rate Loans shall involve an aggregate principal amount of not less than $3,000,000 1,000,000 or, if greater, an integral multiple of $1,000,000 500,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR Loans shall involve an aggregate principal amount of not less than $5,000,000 1,000,000 or, if greater, an integral multiple of $1,000,000 500,000 in excess thereof; and no partial conversion of SOFR Loans of the same made pursuant to a single Borrowing shall reduce the outstanding principal amount of such SOFR Loans to less than $5,000,000 1,000,000 or to any greater amount not an integral multiple of $1,000,000 500,000 in excess thereof, (x) except as otherwise provided in Section 2.16 or 2.17, SOFR Loans may be converted into Base Rate Loans only on the last day of the Interest Period applicable thereto (and, in any event, if a SOFR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 to be paid as a consequence thereof), (y) no such conversion or continuation shall be permitted with regard to any Swingline Loans Loans, and (z) no conversion of Base Rate Loans into SOFR Loans or continuation of SOFR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent written notice not later than 11:00 a.m. a.m., Charlotte time, three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR Loans and one (1) Business Day prior to the intended effective date of any conversion of SOFR Loans into Base Rate Loans. Each such notice (each, a “Notice of Conversion/Continuation”) shall be irrevocable, shall be given in the form of Exhibit B-3 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each Lender of the proposed conversion or continuation. In the event that the Borrowers Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR Loans, such SOFR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-then current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR Loans, then such the Borrower shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (a) Each Borrower shall have the right, on any Business Day occurring on or after the Closing DateDay, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans into SOFR LIBOR Loans, or to convert any SOFR LIBOR Loans the Interest Periods for which end on the same day into Base Rate Loans, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR LIBOR Loans the Interest Periods for which end on the same day for an additional Interest Period, ; provided that (wx) any such conversion of SOFR LIBOR Loans into Base Rate Loans shall involve an aggregate principal amount of not less than $1,000,000 or, if greater, an integral multiple of $500,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into Base Rate into, or continuation of LIBOR Loans shall involve an aggregate principal amount of not less than $3,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR Loans shall involve an aggregate principal amount of not less than $5,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 3,000,000 or to any greater amount not an integral multiple of $1,000,000 in excess thereof; (y) except as otherwise provided in Section 2.16(d), LIBOR Loans may be converted into Base Rate Loans only on the last day of the Interest Period applicable thereto (x) and, in any event, if a SOFR LIBOR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable respective Borrower will pay, upon such conversion, all amounts required under Section 2.19 2.18 to be paid as a consequence thereof, (y) no such conversion or continuation shall be permitted with regard to any Swingline Loans ); and (z) no conversion of Base Rate Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable A Borrower shall make each such election by giving the Administrative Agent written notice not later than 11:00 a.m. three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR LIBOR Loans and one Business Day prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate Loans. Each such notice (each, a “Notice of Conversion/Continuation”) shall be irrevocable, shall be given in the form of Exhibit B-3 B-2 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each Tranche 1 Lender of the proposed conversion or continuation. In the event that the Borrowers respective Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans shall automatically be converted to a LIBOR Loan having an Interest Period of one month; provided that if such Borrower is not otherwise entitled to convert into or continue a LIBOR Loan, then such LIBOR Loan shall automatically be converted to a Base Rate Loans Loan, in each case upon the expiration of the then-then current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable a Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR LIBOR Loans, then such Borrower shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (a) Each The Borrower shall have the right, on any Business Day occurring on or after the Closing Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans into SOFR LIBOR Loans, or to convert any SOFR LIBOR Loans the Interest Periods for which end on the same day into Base Rate Loans, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR LIBOR Loans the Interest Periods for which end on the same day for an additional Interest Period, provided that (wx) any such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate Loans shall involve an aggregate principal amount of not less than $3,000,000 1,000,000 or, if greater, an integral multiple of $1,000,000 500,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR LIBOR Loans shall involve an aggregate principal amount of not less than $5,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same made pursuant to a single Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 or to any greater amount not an integral multiple of $1,000,000 in excess thereof, (xy) except as otherwise provided in Section 2.16(d), LIBOR Loans may be converted into Base Rate Loans only on the last day of the Interest Period applicable thereto (and, in any event, if a SOFR LIBOR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 2.18 to be paid as a consequence thereof), (y) no such conversion or continuation shall be permitted with regard to any Swingline Loans and (z) no conversion of Base Rate Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or an Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent written notice not later than 11:00 a.m. a.m., Local Time, three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR LIBOR Loans and one (1) Business Day prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate Loans. Each such notice (each, a “"Notice of Conversion/Continuation”") shall be irrevocable, shall be given in the form of Exhibit B-3 B-2 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each Lender of the proposed conversion or continuation. In the event that the Borrowers Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-then current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR LIBOR Loans, then such the Borrower shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (a) Each The Borrower shall have the right, on any Business Day occurring on or after the Closing Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans of any Class into SOFR LoansLIBOR Loans of the same Class, or to convert any SOFR LIBOR Loans of any Class the Interest Periods for which end on the same day into Base Rate LoansLoans of the same Class, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR LIBOR Loans of any Class the Interest Periods for which end on the same day for an additional Interest Period, provided that (w) any such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate Loans shall involve an aggregate principal amount of not less than $3,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR LIBOR Loans shall involve an aggregate principal amount of not less than $5,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same made pursuant to a single Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 or to any greater amount not an integral multiple of $1,000,000 in excess thereof, (x) except as otherwise provided in Section 2.15(f), LIBOR Loans may be converted into Base Rate Loans only on the last day of the Interest Period applicable thereto (and, in any event, if a SOFR LIBOR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 2.17 to be paid as a consequence thereof), (y) no such conversion or continuation shall be permitted with regard to any Swingline Loans Loans, and (z) no conversion of Base Rate Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent written notice not later than 11:00 a.m. a.m., Charlotte time, three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR LIBOR Loans and one (1) Business Day prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate Loans. Each such notice (each, a “Notice of Conversion/Continuation”) shall be irrevocable, shall be given in the form of Exhibit B-3 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount amount, Class and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each applicable Lender of the proposed conversion or continuation. In the event that the Borrowers Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any of its outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-then current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR its LIBOR Loans, then such the Borrower shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (a) Each The Borrower shall have the right, on any Business Day occurring on or after the Closing Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans of any Class into SOFR LoansLIBOR Loans of the same Class, or to convert any SOFR LIBOR Loans of any Class the Interest Periods for which end on the same day into Base Rate LoansLoans of the same Class, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR LIBOR Loans of any Class the Interest Periods for which end on the same day for an additional Interest Period, ; provided that (w) any such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate Loans shall involve an aggregate principal amount of not less than $1,000,000 or, if greater, an integral multiple of $500,000 in excess thereof; any such conversion of Base Rate Loans into, or continuation of, LIBOR Loans shall involve an aggregate principal amount of not less than $3,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR Loans shall involve an aggregate principal amount of not less than $5,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same made pursuant to a single Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 3,000,000 or to any greater amount not an integral multiple of $1,000,000 in excess thereof, (x) except as otherwise provided in Section 2.16(f), LIBOR Loans may be converted into Base Rate Loans only on the last day of the Interest Period applicable thereto (and, in any event, if a SOFR LIBOR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 2.18 to be paid as a consequence thereof), (y) no such conversion or continuation shall be permitted with regard to any Base Rate Loans that are Swingline Loans Loans, and (z) no conversion of Base Rate Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent written notice not later than 11:00 a.m. a.m., Charlotte time, three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR LIBOR Loans and one (1) Business Day prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate Loans. Each such notice (each, a “Notice of Conversion/Continuation”) shall be irrevocable, shall be given in the form of Exhibit B-3 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount amount, Class and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each applicable Lender of the proposed conversion or continuation. In the event that the Borrowers Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-then current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR LIBOR Loans, then such the Borrower shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (a) Each Subject to the provisions of Sections 2.1, 2.10 and 2.13, the Borrower shall have the right, option to convert on any Business Day occurring on or after the Closing Date, to elect (i) to convert all or a any portion of the outstanding principal amount of any Base Rate the Loans of one Type into SOFR Loans of another Type (or select a different Interest Period for existing Eurodollar Loans); provided, or to convert any SOFR Loans the Interest Periods for which end on the same day into Base Rate Loanshowever, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR Loans the Interest Periods for which end on the same day for an additional Interest Period, provided that (wa) any such conversion of SOFR Loans of may not be so converted to another Type unless the same Borrowing into Base Rate Loans shall involve an aggregate principal amount of not less than $3,000,000 or, if greater, the portion of the Loans to be so converted equals U.S.$1,000,000 or an integral multiple of $1,000,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR Loans shall involve an aggregate principal amount of not less than $5,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; and no partial conversion of SOFR Loans of the same Borrowing shall reduce the outstanding principal amount of SOFR Loans to less than $5,000,000 or to any greater amount not an integral multiple of $1,000,000 U.S.$100,000 in excess thereof, (xb) if no conversion of all or any portion of the Loans which is a SOFR Eurodollar Loan is converted into a Base Rate Loan may be effected on any day other than the last day of the an Interest Period applicable theretoto such Eurodollar Loan, unless the applicable Borrower will pay, upon pays all amounts owing under Section 2.12 as a result of such conversion, all amounts required under Section 2.19 (c) no partial conversion of any portion of the Loan which is a Eurodollar Loan shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to be paid as a consequence thereofsingle Borrowing to less than U.S.$1,000,000, (yd) no a Base Rate Loan under the Term Facility or the Revolving Facility, as applicable, may not be converted into a Eurodollar Loan if an Event of Default has occurred and is continuing on the date of conversion and the Administrative Agent or the Majority Facility Lenders in respect of the Term Facility or the Revolving Facility, as applicable, have determined in its or their sole discretion not to permit such conversion or continuation shall be permitted with regard to any Swingline Loans conversions, and (ze) no conversion pursuant to this Section 2.6 shall result in a greater number of Base Rate Loans into SOFR Loans or continuation of SOFR Loans Interest Periods than six (6) separate Interest Periods at any time outstanding. Each such conversion shall be permitted during effected by the continuance of a Default or Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent written notice not later than at its Notice Office prior to 11:00 a.m. (New York City time) at least three (3) U.S. Government Securities Business Days Days’ prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR Loans and one Business Day prior to the intended effective date of any conversion of SOFR Loans into Base Rate Loans. Each such notice (each, each a “Notice of Conversion/Continuation”) ), which notice shall be irrevocable, shall be given in the form of Exhibit B-3 irrevocable and shall specify (xi) the date principal amount of such conversion or continuation (which shall the portion of the Loans to be a Business Day)so converted, (yii) the Borrowing or Borrowings pursuant to which such Loans were made, (iii) the Type of Loan from which such amount is being converted and the Type of Loan into which such amount will be converted and (iv) if such amount is to be converted into Eurodollar Loans (or if a different Interest Period is selected in the case respect of a conversion into, or a continuation of, SOFR existing Eurodollar Loans), the Interest Period to be initially applicable thereto, and (z) the aggregate amount and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the The Administrative Agent will promptly notify shall give each Lender prompt notice of the any such proposed conversion or continuation. In affecting any of its Loans. (b) Subject to the event that the Borrowers shall fail to deliver a Notice provisions of Conversion/Continuation Section 2.8, any Eurodollar Loan may be continued as provided herein with respect to any outstanding SOFR Loans, such SOFR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-then current Interest Period applicable with respect thereto by the Borrower giving at least three (unless repaid pursuant 3) Business Days’ irrevocable notice to the terms hereof). In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration Administrative Agent of the length of the next Interest Period to be applicable to such Loan; provided that no Eurodollar Loan under the Term Facility or the Revolving Facility, as applicable, may be continued as such when any conversion intoEvent of Default has occurred and is continuing and the Administrative Agent or the Majority Facility Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions; provided, or further, if such continuation of, SOFR Loans, then is not permitted pursuant to the immediately preceding proviso such Borrower Loans shall be deemed automatically converted to have selected an Base Rate Loans on the last day of such then expiring Interest Period with a duration Period. The Administrative Agent shall give each Lender prompt notice of one monthany such proposed continuation affecting any of its Loans.

Conversions and Continuations. (a) Each The Borrower shall have the right, on any Business Day occurring on or after the Closing Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate ABR Loans into SOFR LIBOR Loans, or to convert any SOFR LIBOR Loans the Interest Periods for which end on the same day into Base Rate ABR Loans, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR LIBOR Loans the Interest Periods for which end on the same day for an additional Interest Period, provided that (wi) any such conversion of SOFR LIBOR Loans into ABR Loans shall involve an aggregate principal amount of the same Borrowing into Base Rate not less than $1,000,000 or, if greater, an integral multiple of $500,000 in excess thereof; (ii) any such conversion of ABR Loans into, or continuation of, LIBOR Loans shall involve an aggregate principal amount of not less than $3,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR Loans shall involve an aggregate principal amount of not less than $5,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; and (iii) no partial conversion of SOFR LIBOR Loans of the same made pursuant to a single Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 3,000,000 or to any greater amount not an integral multiple of $1,000,000 in excess thereof, (xiv) if no such conversion or continuation shall be permitted with regard to any ABR Loans that are Swingline Loans, and (v) no conversion of ABR Loans into LIBOR Loans or continuation of LIBOR Loans into a SOFR new Interest Period shall be permitted during the continuance of a Default or Event of Default. If a LIBOR Loan is converted into a Base Rate ABR Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 SECTION 2.13 to be paid as a consequence thereof, (y) no such conversion or continuation shall be permitted with regard to any Swingline Loans and (z) no conversion of Base Rate Loans into SOFR Loans or continuation of SOFR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent written notice not later than 11:00 a.m. 12:00 noon, Charlotte time, three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate ABR Loans into, or continuation of, SOFR LIBOR Loans and one (1) Business Day prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate ABR Loans. Each such notice (each, a “"Notice of Conversion/Continuation”") shall be irrevocable, shall be given in the form of Exhibit B-3 EXHIBIT B-2 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each Lender of the proposed conversion or continuation. In the event that the Borrowers Borrower shall fail to deliver a Notice of Conversion/Conversion/ Continuation as provided herein with respect to any outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans shall automatically be converted to Base Rate ABR Loans upon the expiration of the then-then current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable . (c) The Borrower shall have failed a one-time option, exercisable on any Business Day, to select convert Unutilized End Loaded Lease Commitments under the End Loaded Lease Credit Agreement to Revolving Credit Commitments under this Agreement on a pro rata basis among the Lenders; provided, that (i) any such conversion shall involve aggregate Unutilized End Loaded Lease Commitments of not less than $5,000,000 or, if greater, an integral multiple of $5,000,000 in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any excess thereof and (ii) no such conversion into, or continuation of, SOFR Loans, then such Borrower shall be deemed to have selected an Interest Period with a duration of one month.permitted during the

Conversions and Continuations. (a) Each The Borrower shall have the right, on any Business Day occurring on or after the Closing Date, to may elect (i) to convert all or a portion of the outstanding principal amount of any of its Base Rate Loans into SOFR LIBOR Loans, or to convert any SOFR of its LIBOR Loans the Interest Periods for which end on the same day into Base Rate Loans, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR of its LIBOR Loans the Interest Periods for which end on the same day for an additional Interest Period, provided that (wx) any such conversion of SOFR LIBOR Loans into Base Rate Loans shall be in a principal amount not less than $1,000,000 or, if greater, an integral multiple of $500,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into Base Rate into, or continuation of LIBOR Loans shall involve an aggregate be in a principal amount of not less than $3,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR Loans shall involve an aggregate principal amount of not less than $5,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 3,000,000 or to any greater amount not an integral multiple of $1,000,000 in excess thereof, (xy) except as otherwise provided in Section 2.14(f), LIBOR Loans may be converted into Base Rate Loans only on the last day of the Interest Period applicable thereto (and, in any event, if a SOFR LIBOR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable respective Borrower will pay, upon such conversion, all amounts required under Section 2.19 2.16 to be paid as a consequence thereof, (y) no such conversion or continuation shall be permitted with regard to any Swingline Loans and (z) no conversion of Base Rate Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower shall make each such election by giving must give the Administrative Agent Lender written notice not later than 11:00 a.m. a.m., Charlotte time, three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR LIBOR Loans and one (1) Business Day prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate Loans. Each such notice (each, a “Notice of Conversion/Continuation”) shall be irrevocable, shall be given in the form of Exhibit B-3 A-2 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each Lender of the proposed conversion or continuation. In the event that the Borrowers Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any of its outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event that the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the specify an Interest Period to be applicable to any conversion into, or continuation of, SOFR its LIBOR Loans, then such the Borrower shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (a) Each The Borrower shall have the ----------------------------- right, on any Business Day occurring on or after the Closing Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate ABR Loans into SOFR LIBOR Loans, or to convert any SOFR LIBOR Loans the Interest Periods for which end on the same day into Base Rate ABR Loans, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR LIBOR Loans the Interest Periods for which end on the same day for an additional Interest Period, provided that (w) any -------- such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate ABR Loans shall involve an aggregate principal amount of not less than $3,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; any such conversion of Base Rate ABR Loans of the same Borrowing into, or continuation of, SOFR LIBOR Loans shall involve an aggregate principal amount of not less than $5,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same made pursuant to a single Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 or to any greater amount not an integral multiple of $1,000,000 in excess thereof, (x) except as otherwise provided in SECTION 2.16(d), LIBOR Loans may be converted into ABR Loans only on the last day of the Interest Period applicable thereto (and, in any event, if a SOFR LIBOR Loan is converted into a Base Rate an ABR Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 SECTION 2.18 to be paid as a consequence thereof), (y) no such conversion or continuation shall be permitted with regard to any ABR Loans that are Swingline Loans Loans, and (z) no conversion of Base Rate ABR Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent written notice not later than 11:00 a.m. three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR Loans and one Business Day prior to the intended effective date of any conversion of SOFR Loans into Base Rate Loans. Each such notice (each, a “Notice of Conversion/Continuation”) shall be irrevocable, shall be given in the form of Exhibit B-3 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each Lender of the proposed conversion or continuation. In the event that the Borrowers shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR Loans, such SOFR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR Loans, then such Borrower shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (a) Each Borrower shall have the right, on any Business Day occurring on or after the Closing DateDay, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans into SOFR LIBOR Loans, or to convert any SOFR LIBOR Loans the Interest Periods for which end on the same day into Base Rate Loans, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR LIBOR Loans the Interest Periods for which end on the same day for an additional Interest Period, ; provided that (wx) any such conversion of SOFR LIBOR Loans into Base Rate Loans shall involve an aggregate principal amount of not less than $1,000,000 or, if greater, an integral multiple of $500,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into Base Rate into, or continuation of LIBOR Loans shall involve an aggregate principal amount of not less than $3,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR Loans shall involve an aggregate principal amount of not less than $5,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 3,000,000 or to any greater amount not an integral multiple of $1,000,000 in excess thereof; (y) except as otherwise provided in Section 2.16(d), LIBOR Loans may be converted into Base Rate Loans only on the last day of the Interest Period applicable thereto (x) and, in any event, if a SOFR LIBOR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable respective Borrower will pay, upon such conversion, all amounts required under Section 2.19 2.18 to be paid as a consequence thereof, (y) no such conversion or continuation shall be permitted with regard to any Swingline Loans ); and (z) no conversion of Base Rate Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable A Borrower shall make each such election by giving the Administrative Agent written notice not later than 11:00 a.m. three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR LIBOR Loans and one Business Day prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate Loans. Each such notice (each, a “"Notice of Conversion/Continuation”") shall be irrevocable, shall be given in the form of Exhibit B-3 B-2 and shall specify (x) the date of such conversion or 8470562v6 24740.00061 continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each Tranche 1 Lender of the proposed conversion or continuation. In the event that the Borrowers respective Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans shall automatically be converted to a LIBOR Loan having an Interest Period of one month; provided that if such Borrower is not otherwise entitled to convert into or continue a LIBOR Loan, then such LIBOR Loan shall automatically be converted to a Base Rate Loans Loan, in each case upon the expiration of the then-then current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable a Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR LIBOR Loans, then such Borrower shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (a) Each Borrower The Borrowers shall have the right, on any Business Day occurring on or after the Closing DateJune 6, 2006, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans into SOFR LIBOR Loans, or to convert any SOFR LIBOR Loans the Interest Periods for which end on the same day into Base Rate Loans, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR LIBOR Loans the Interest Periods for which end on the same day for an additional Interest Period, provided that (w) any such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate Loans shall involve an aggregate principal amount of not less than $3,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR LIBOR Loans shall involve an aggregate principal amount of not less than $5,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same made pursuant to a single Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 or to any greater amount not an integral multiple of $1,000,000 in excess thereof, (x) except as otherwise provided in Section 2.16(f), LIBOR Loans may be converted into Base Rate Loans only on the last day of the Interest Period applicable thereto (and, in any event, if a SOFR LIBOR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 2.18 to be paid as a consequence thereof, thereof and (y) no such conversion or continuation shall be permitted with regard to any Swingline Loans and (z) no conversion of Base Rate Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent written notice not later than 11:00 a.m. a.m., Charlotte time, three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR LIBOR Loans and one on the same Business Day prior to as the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate Loans. Each such notice (each, a “Notice of Conversion/Continuation”) shall be irrevocable, shall be given in the form of Exhibit B-3 B-2 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each applicable Lender of the proposed conversion or continuation. In the event that the Borrowers applicable Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-then current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR LIBOR Loans, then such the Borrower shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (a) Each Borrower The Borrowers shall have the right, on any Business Day occurring on or after the Closing Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans of any Class into SOFR LoansLIBOR Loans of the same Class, or to convert any SOFR LIBOR Loans of any Class the Interest Periods for which end on the same day into Base Rate LoansLoans of the same Class, or (ii) upon the expiration of any Interest Period, (A) to continue all or a portion of the outstanding principal amount of any SOFR LIBOR Loans of any Class, the Interest Periods for which end on the same day day, for an additional Interest Period, or (B) to continue all or a portion of the outstanding principal amount of any Foreign Currency Revolving Loans in any Foreign Currency, the Interest Periods for which end on the same day, for an additional Interest Period as Foreign Currency Revolving Loans in the same Foreign Currency, provided that (w) any such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate Loans shall involve an aggregate principal amount of not less than $3,000,000 1,000,000 or, if greater, an integral multiple of $1,000,000 500,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR Loans LIBOR Loans, or continuation of Foreign Currency Revolving Loans, shall involve an aggregate principal amount Dollar Amount of not less than $5,000,000 3,000,000 or, if greater, an integral multiple of a Dollar Amount of $1,000,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same made pursuant to a single Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 3,000,000 or to any greater amount not an integral multiple of $1,000,000 in excess thereof, (x) except as otherwise provided in SECTION 2.16(D), LIBOR Loans may be converted into Base Rate Loans only on the last day of the Interest Period applicable thereto (and, in any event, if a SOFR LIBOR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 SECTION 2.18 to be paid as a consequence thereof), (y) no such conversion or continuation shall be permitted with regard to any Base Rate Loans that are Swingline Loans Loans, and (z) no conversion of Base Rate Loans into SOFR LIBOR Loans or continuation of SOFR Fixed Rate Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent written notice not later than 11:00 a.m. three (3) U.S. Government Securities a.m., Charlotte time, the Applicable Number of Business Days prior to the intended effective date of any such conversion of Base Rate Loans into, or continuation of, SOFR Loans and one Business Day prior to the intended effective date of any conversion of SOFR Loans into Base Rate Loanscontinuation. Each such notice (each, a “"Notice of Conversion/Continuation”") shall be irrevocable, shall be given in the form of Exhibit EXHIBIT B-3 and shall specify (xw) the date of such conversion or continuation (which shall be a Business Day), (yx) in the case of a conversion into, or a continuation of, SOFR Fixed Rate Loans, the Interest Period to be applicable thereto, (y) in the case of a continuation of Foreign Currency Revolving Loans, the applicable Foreign Currency, and (z) the aggregate amount amount, Class and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each Lender having a Commitment for Loans (or outstanding Loans) of the relevant Class of the proposed conversion or continuation. In the event that the Borrowers applicable Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR Fixed Rate Loans, such SOFR Fixed Rate Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-then current Interest Period applicable thereto (unless repaid pursuant to the terms hereof), and if such Fixed Rate Loans were Foreign Currency Revolving Loans, any such Base Rate Loans shall be in an aggregate principal amount equal to the aggregate principal Dollar Amount of such Fixed Rate Loans. In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR Fixed Rate Loans, then such Borrower shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (a) Each The Borrower shall have the right, on any Business Day occurring on or after the Closing Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans of any Class into SOFR LoansLIBOR Loans of the same Class, or to convert any SOFR LIBOR Loans of any Class the Interest Periods for which end on the same day into Base Rate LoansLoans of the same Class, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR LIBOR Loans of any Class the Interest Periods for which end on the same day for an additional Interest Period, provided that (w) any such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate Loans shall involve an aggregate principal amount of not less than $3,000,000 500,000 or, if greater, an integral multiple of $1,000,000 100,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR LIBOR Loans shall involve an aggregate principal amount of not less than $5,000,000 1,000,000 or, if greater, an integral multiple of $1,000,000 500,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same made pursuant to a single Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 1,000,000 or to any greater amount not an integral multiple of $1,000,000 500,000 in excess thereof, (x) if a SOFR Loan is any LIBOR Loans are converted into a Base Rate Loan on any day Loans other than on the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 2.18 to be paid as a consequence thereof, (y) no such conversion or continuation shall be permitted with regard to any Base Rate Loans that are Swingline Loans Loans, and (z) no conversion of Base Rate Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent written notice not later than 11:00 a.m. a.m., Charlotte time, three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR LIBOR Loans and one (1) Business Day prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate Loans. Each such notice (each, a “Notice of Conversion/Continuation”) shall be irrevocable, shall be given in the form of Exhibit B-3 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount amount, Class and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each applicable Lender of the proposed conversion or continuation. In the event that the Borrowers Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-then current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR LIBOR Loans, then such the Borrower shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (a) Each The Borrower shall have the right, on any Business Day occurring on or after the Closing Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans of any Class into SOFR LoansLIBOR Loans of the same Class, or to convert any SOFR LIBOR Loans of any Class the Interest Periods for which end on the same day into Base Rate LoansLoans of the same Class, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR LIBOR Loans of any Class the Interest Periods for which end on the same day for an additional Interest Period, provided that (w) any such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate Loans shall involve an aggregate principal amount of not less than $3,000,000 500,000 or, if greater, an integral multiple of $1,000,000 100,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR LIBOR Loans shall involve an aggregate principal amount of not less than $5,000,000 1,000,000 or, if greater, an integral multiple of $1,000,000 500,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same made pursuant to a single Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 1,000,000 or to any greater amount not an integral multiple of $1,000,000 500,000 in excess thereof, (x) except as otherwise provided in Section 2.16(d), LIBOR Loans may be converted into Base Rate Loans only on the last day of the Interest Period applicable thereto (and, in any event, if a SOFR LIBOR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 2.18 to be paid as a consequence thereof), (y) no such conversion or continuation shall be permitted with regard to any Base Rate Loans that are Swingline Loans Loans, and (z) no conversion of Base Rate Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent written notice not later than 11:00 a.m. 1:00 p.m., Charlotte, North Carolina time, three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR LIBOR Loans and one (1) Business Day prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate Loans. Each such notice (each, a “Notice of Conversion/Continuation”) shall be irrevocable, shall be given in the form of Exhibit B-3 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount amount, Class and Type of the Loans being converted or continued. Once given, a Notice of Conversion/Continuation may not be revoked by the Borrower except upon payment of any amounts required under Section 2.18 to be paid as a consequence of such revocation. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each applicable Lender of the proposed conversion or continuationcontinuation by facsimile transmission. In the event that the Borrowers Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-then current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR LIBOR Loans, then such the Borrower shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (a) Each Borrower shall have the right, on any Business Day occurring on or after the Closing Date, to may elect (i) to convert all or a portion of the outstanding principal amount of any of its Base Rate Loans into SOFR LIBOR Loans, or to convert any SOFR of its LIBOR Loans the Interest Periods for which end on the same day into Base Rate Loans, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR of its LIBOR Loans the Interest Periods for which end on the same day for an additional Interest Period, provided that (wx) after giving effect to any such conversion or continuation, each Borrowing of SOFR Loans of the same Borrowing into Base Rate LIBOR Loans shall involve an aggregate be in a principal amount of not less than $3,000,000 or, if greater, an 10,000,000 or a higher integral multiple of $1,000,000 in excess thereof; any such conversion of Base Rate Loans of and the same Borrowing into, or continuation of, SOFR Loans shall involve an aggregate principal amount of not less than all Base Rate Loans shall be in a principal amount of $5,000,000 or, if greater, an 10,000,000 or a higher integral multiple of $1,000,000 1,000,000, (y) except as otherwise provided in excess thereof; and no partial Section 2.15(d), LIBOR Loans may be converted into Base Rate Loans only on the last day of the Interest Period applicable thereto (and, in any event, any conversion of SOFR Loans of the same Borrowing shall reduce the outstanding principal amount of SOFR Loans to less than $5,000,000 or to any greater amount not an integral multiple of $1,000,000 in excess thereof, (x) if a SOFR LIBOR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 to be paid as a consequence thereof, (y) no such conversion or continuation thereto shall be permitted with regard subject to any Swingline Loans Section 2.17) and (z) no conversion of Base Rate Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance existence of a Default or Event of Default. (b) The applicable Each Borrower shall make each such election by giving must give the Administrative Agent written notice not later than 11:00 a.m. three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR LIBOR Loans and one (1) Business Day prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate Loans. Each such notice (each, a “"Notice of Conversion/Continuation”") shall be irrevocable, shall be given in the form of Exhibit B-3 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each Lender Bank of the proposed conversion or continuation. In the event that the Borrowers any Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any of its outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable that any Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the specify an Interest Period to be applicable to any conversion into, or continuation of, SOFR its LIBOR Loans, then such Borrower shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (a) Each Borrower The Borrowers shall have the right, on any Business Day occurring on or after the Closing Restatement Effective Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans into SOFR LIBOR Loans, or to convert any SOFR LIBOR Loans the Interest Periods for which end on the same day into Base Rate Loans, or (ii) upon the expiration of any Interest Period, (A) to continue all or a portion of the outstanding principal amount of any SOFR Loans LIBOR Loans, the Interest Periods for which end on the same day day, for an additional Interest Period, or (B) to continue all or a portion of the outstanding principal amount of any Foreign Currency Revolving Loans in any Foreign Currency, the Interest Periods for which end on the same day, for an additional Interest Period as Foreign Currency Revolving Loans in the same Foreign Currency, provided that (w) any such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate Loans shall involve an aggregate principal amount of not less than $3,000,000 1,000,000 or, if greater, an integral multiple of $1,000,000 500,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR Loans LIBOR Loans, or continuation of Foreign Currency Revolving Loans, shall involve an aggregate principal amount Dollar Amount of not less than $5,000,000 3,000,000 or, if greater, an integral multiple of a Dollar Amount of $1,000,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same made pursuant to a single Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 3,000,000 or to any greater amount not an integral multiple of $1,000,000 in excess thereof, (x) except as otherwise provided in SECTION 2.16(D), LIBOR Loans may be converted into Base Rate Loans only on the last day of the Interest Period applicable thereto (and, in any event, if a SOFR LIBOR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 SECTION 2.18 to be paid as a consequence thereof), (y) no such conversion or continuation shall be permitted with regard to any Base Rate Loans that are Swingline Loans Loans, and (z) no conversion of Base Rate Loans into SOFR Loans or continuation of SOFR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent written notice not later than 11:00 a.m. three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR Loans and one Business Day prior to the intended effective date of any conversion of SOFR Loans into Base Rate Loans. Each such notice (each, a “Notice of Conversion/Continuation”) shall be irrevocable, shall be given in the form of Exhibit B-3 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each Lender of the proposed conversion or continuation. In the event that the Borrowers shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR Loans, such SOFR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR Loans, then such Borrower shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (a) Each Borrower The Borrowers shall have the right, on any Business Day occurring on or after the Closing Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans into SOFR LIBOR Loans, or to convert any SOFR LIBOR Loans the Interest Periods for which end on the same day into Base Rate Loans, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR LIBOR Loans the Interest Periods for which end on the same day for an additional Interest Period, ; provided that (w) any such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate Loans shall involve an aggregate principal amount of not less than $3,000,000 1,000,000 or, if greater, an integral multiple of $1,000,000 500,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR LIBOR Loans shall involve an aggregate principal amount of not less than $5,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same made pursuant to a single Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 or to any greater amount not an integral multiple of $1,000,000 in excess thereof, (x) except as otherwise provided in Section 2.16(d), LIBOR Loans may be converted into Base Rate Loans only on the last day of the Interest Period applicable thereto (and, in any event, if a SOFR LIBOR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower Borrowers will pay, upon such conversion, all amounts required under Section 2.19 2.18 to be paid as a consequence thereof), and (y) no such conversion or continuation shall be permitted with regard to any Swingline Loans and (z) no conversion of Base Rate Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower Borrowers shall make each such election by giving the Administrative Agent written notice notice, executed by an Authorized Officer of each Borrower, not later than 11:00 a.m. a.m., three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR LIBOR Loans and one (1) Business Day prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate Loans. Each such notice (each, a “"Notice of Conversion/Continuation”") shall be irrevocable, shall be given in the form of Exhibit B-3 B-2 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each Lender of the proposed conversion or continuation. In the event that the Borrowers shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-then current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR Loans, then such Borrower shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (ai) Each Borrower Subject to the provisions of Sections 3.4(b) and (c) hereof, the Borrowers shall have the right, option on any Business Day occurring on or after the Closing Date, to elect (i) to convert all or a portion of the outstanding principal amount of Loan or any Base Rate Loans into SOFR LoansTranche from one Type to another Type or, or to convert any SOFR Loans the Interest Periods for which end on the same day into Base Rate Loans, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount Loan or any Tranche as the same Type with the succeeding Interest Period of any SOFR Loans such continued Loan or Tranche to commence on the last day of the Interest Periods for which end Period of the Loan or Tranche to be continued; provided, that (A) a LIBOR Loan may be converted into a different or the same Type only on the same last day for of an additional Interest PeriodPeriod applicable thereto, provided that (wB) any such conversion of SOFR Loans of the same Borrowing into Base Rate Loans shall involve an aggregate principal amount of not less than $3,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR Loans shall involve an aggregate principal amount of not less than $5,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; and no partial conversion of SOFR Loans a LIBOR Loan or continuation of the same Borrowing a LIBOR Loan, as permitted under this Section 3.1(b), shall reduce the outstanding principal amount of SOFR Loans any such Loan or Tranche to less than $5,000,000 1,000,000, (C) no conversion to a LIBOR Loan or continuation of a LIBOR Loan as permitted under this Section 3.1(b) may be made if a Default or Event of Default is then in existence, and (D) conversions to any greater amount not an a LIBOR Loan shall be in amounts equal to at least $1,000,000, or if greater, in integral multiple multiples of $1,000,000 in excess thereof, 500,000. (xii) if a SOFR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 to be paid as a consequence thereof, (y) no Each such conversion or continuation shall be permitted with regard effected by the Borrowers delivering to any Swingline Loans and the Bank a Notice of Conversion/Continuation (zsubstantially in the form of Exhibit C) no on or before the date of the proposed conversion of Base Rate Loans into SOFR Loans to or continuation of SOFR Loans shall be permitted during a Prime Rate Loan or at least three Business Days before the continuance date of the proposed conversion to or continuation of a Default or Event of DefaultLIBOR Rate Loan, each such notice to be given prior to 12:00 P.M. (Roanoke, Virginia time) on the date specified. (biii) The applicable Borrower shall make each such election by giving the Administrative Agent written notice not later than 11:00 a.m. three (3) U.S. Government Securities Business Days prior to the intended effective date In lieu of any conversion of Base Rate Loans into, or continuation of, SOFR Loans and one Business Day prior to the intended effective date of any conversion of SOFR Loans into Base Rate Loans. Each such notice (each, delivering a “Notice of Conversion/Continuation”, the Borrowers may give the Bank telephonic notice of the proposed conversion or continuation by the dates and times applicable to the Type; provided, that such notice shall be promptly confirmed in writing by delivery to the Bank of a Notice of Conversion/Continuation. The Bank shall incur no liability to either Borrower in acting upon any telephonic notice referred to above which the Bank believes, in good faith, to have been given by a duly authorized officer of a Borrower or for otherwise acting in good faith under this Section 3.1(b). (iv) Each Notice of Conversion/Continuation (or telephonic notice in lieu thereof) shall be irrevocable, shall be given in the form of Exhibit B-3 and shall specify (x) the date amount of such conversion the Loan or continuation (which shall Tranche to be so converted into or continued as and, if to be converted to or continued as a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LoansLIBOR Loan, the Interest Period to be applicable thereto. Notwithstanding the foregoing or the provisions of Section 3.4 hereof, and (z) the aggregate amount and Type if an Event of the Loans being converted Default is in existence or continued. Upon the receipt would result from any proposed continuation of or conversion to a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each Lender of the proposed conversion or continuation. In the event that the Borrowers shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR LoansLIBOR Loan, such SOFR Loans shall automatically Loan may not be continued as or converted to Base Rate Loans upon a LIBOR Loan but instead shall be automatically converted on the expiration last day of the then-current such Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable Borrower shall have failed to select in into a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR Loans, then such Borrower shall be deemed to have selected an Interest Period with a duration of one monthPrime Rate Loan.

Conversions and Continuations. (a) Each Borrower The Borrowers shall have the right, on any Business Day occurring on or after the Closing Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans of any Class into SOFR LoansLIBOR Loans of the same Class, or to convert any SOFR LIBOR Loans of any Class the Interest Periods for which end on the same day into Base Rate LoansLoans of the same Class, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR LIBOR Loans of any Class the Interest Periods for which end on the same day for an additional Interest Period, provided that (w) any such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate Loans shall involve an aggregate principal amount of not less than $3,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR LIBOR Loans shall involve an aggregate principal amount of not less than $5,000,000 3,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same made pursuant to a single Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 3,000,000 or to any greater amount not an integral multiple of $1,000,000 in excess thereof, (x) except as otherwise provided in Section 2.16(f), LIBOR Loans may be converted into Base Rate Loans only on the last day of the Interest Period applicable thereto (and, in any event, if a SOFR LIBOR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower Borrowers will pay, upon such conversion, all amounts required under Section 2.19 2.18 to be paid as a consequence thereof), (y) no such conversion or continuation shall be permitted with regard to any Base Rate Loans that are Swingline Loans Loans, and (z) no conversion of Base Rate Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower Borrowers shall make each such election by giving the Administrative Agent written notice from the Administrative Borrower not later than 11:00 a.m. a.m., Charlotte time, three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR LIBOR Loans and one (1) Business Day prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate Loans. Each such notice (each, a “Notice of Conversion/Continuation”) shall be irrevocable, shall be given in the form of Exhibit B-3 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each applicable Lender of the proposed conversion or continuation. In the event that the Borrowers shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-then current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable Borrower Borrowers shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR LIBOR Loans, then such Borrower the Borrowers shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (a) Each The Borrower shall have the right, on any Business Day occurring on or after the Closing Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans into SOFR LIBOR Loans, or to convert any SOFR LIBOR Loans the Interest Periods for which end on the same day into Base Rate Loans, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR LIBOR Loans the Interest Periods for which end on the same day for an additional Interest Period, provided that (w) any such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate Loans shall involve an aggregate principal amount of not less than $3,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; 11863223v8 24740.00050 any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR LIBOR Loans shall involve an aggregate principal amount of not less than $5,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same Borrowing shall reduce the outstanding principal amount of SOFR LIBOR Loans to less than $5,000,000 or to any greater amount not an integral multiple of $1,000,000 in excess thereof, (x) if a SOFR LIBOR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 to be paid as a consequence thereof, (y) no such conversion or continuation shall be permitted with regard to any Swingline Loans and (z) no conversion of Base Rate Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent written notice not later than 11:00 a.m. three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR LIBOR Loans and one Business Day prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate Loans. Each such notice (each, a “Notice of Conversion/Continuation”) shall be irrevocable, shall be given in the form of Exhibit B-3 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each Lender of the proposed conversion or continuation. In the event that the Borrowers Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR LIBOR Loans, then such the Borrower shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (a) Each The Borrower shall have the right, on any Business Day occurring on or after the Closing Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans of any Class into SOFR LoansLIBOR Loans of the same Class, or to convert any SOFR LIBOR Loans of any Class the Interest Periods for which end on the same day into Base Rate LoansLoans of the same Class, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR LIBOR Loans of any Class the Interest Periods for which end on the same day for an additional Interest Period, provided that (w) any such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate Loans shall involve an aggregate principal amount of not less than $3,000,000 500,000 or, if greater, an integral multiple of $1,000,000 100,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR LIBOR Loans shall involve an aggregate principal amount of not less than $5,000,000 1,000,000 or, if greater, an integral multiple of $1,000,000 500,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same made pursuant to a single Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 1,000,000 or to any greater amount not an integral multiple of $1,000,000 500,000 in excess thereof, (x) except as otherwise provided in Section 2.16(d), LIBOR Loans may be converted into Base Rate Loans only on the last day of the Interest Period applicable thereto (and, in any event, if a SOFR LIBOR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 2.18 to be paid as a consequence thereof), (y) no such conversion or continuation shall be permitted with regard to any Base Rate Loans that are Swingline Loans Loans, and (z) no conversion of Base Rate Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent written notice not later than 11:00 a.m. a.m., Charlotte, North Carolina time, three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR LIBOR Loans and one (1) Business Day prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate Loans. Each such notice (each, a “Notice of Conversion/Continuation”) shall be irrevocable, shall be given in the form of Exhibit B-3 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount amount, Class and Type of the Loans being converted or continued. Once given, a Notice of Conversion/Continuation may not be revoked by the Borrower except upon payment of any amounts required under Section 2.18 to be paid as a consequence of such revocation. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each applicable Lender of the proposed conversion or continuationcontinuation by facsimile transmission. In the event that the Borrowers Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-then current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR LIBOR Loans, then such the Borrower shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (a) Each Borrower The Borrowers shall have the right, on any Business Day occurring on or after the Closing Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans into SOFR LIBOR Loans, or to convert any SOFR LIBOR Loans the Interest Periods for which end on the same day into Base Rate Loans, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR LIBOR Loans the Interest Periods for which end on the same day for an additional Interest Period, provided that (w) any such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate Loans shall involve an aggregate principal amount of not less than $3,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR LIBOR Loans shall involve an aggregate principal amount of not less than $5,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same made pursuant to a single Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 or to any greater amount not an integral multiple of $1,000,000 in excess thereof, (x) except as otherwise provided in Section 2.16(f), LIBOR Loans may be converted into Base Rate Loans only on the last day of the Interest Period applicable thereto (and, in any event, if a SOFR LIBOR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 2.18 to be paid as a consequence thereof, thereof and (y) no such conversion or continuation shall be permitted with regard to any Swingline Loans and (z) no conversion of Base Rate Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent written notice not later than 11:00 a.m. a.m., Charlotte time, three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR LIBOR Loans and one on the same Business Day prior to as the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate Loans. Each such notice (each, a “"Notice of Conversion/Continuation”") shall be irrevocable, shall be given in the form of Exhibit B-3 B-2 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each applicable Lender of the proposed conversion or continuation. In the event that the Borrowers applicable Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-then current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR LIBOR Loans, then such the Borrower shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (a) Each The Borrower shall have the ----------------------------- right, on any Business Day occurring on or after the Closing Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate ABR Loans of any Class into SOFR LoansLIBOR Loans of the same Class, or to convert any SOFR LIBOR Loans of any Class the Interest Periods for which end on the same day into Base Rate LoansABR Loans of the same Class, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR LIBOR Loans of any Class the Interest Periods for which end on the same day for an additional Interest Period, provided that (w) any -------- such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate ABR Loans shall involve an aggregate principal amount of not less than $3,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; any such conversion of Base Rate ABR Loans of the same Borrowing into, or continuation of, SOFR LIBOR Loans shall involve an aggregate principal amount of not less than $5,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same made pursuant to a single Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 or to any greater amount not an integral multiple of $1,000,000 in excess thereof, (x) except as otherwise provided in SECTION 2.16(d), LIBOR Loans may be converted into ABR Loans only on the last day of the Interest Period applicable thereto (and, in any event, if a SOFR LIBOR Loan is converted into a Base Rate an ABR Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 SECTION 2.18 to be paid as a consequence thereof), (y) no such conversion or continuation shall be permitted with regard to any ABR Loans that are Swingline Loans Loans, and (z) no conversion of Base Rate ABR Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent written notice (or oral notice promptly confirmed in writing) not later than 11:00 a.m. 1:00 p.m., Charlotte time, three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate ABR Loans into, or continuation of, SOFR LIBOR Loans and one (1) Business Day prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate ABR Loans. Each such notice (each, a “"Notice of Conversion/Continuation”") shall be irrevocable, shall be given in the form of Exhibit B-3 EXHIBIT D (or, if oral notice is given, shall be promptly followed with a writing in the form of EXHIBIT D) and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount amount, Class and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each Lender having a Commitment for Loans of the relevant Class (or having outstanding Loans of the relevant Class) of the proposed conversion or continuation. In the event that the Borrowers Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans shall automatically be converted to Base Rate ABR Loans upon the expiration of the then-then current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period interest period to be applicable to any conversion into, or continuation of, SOFR LIBOR Loans, then such the Borrower shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (a) Each The Borrower shall have the right, on any Business Day occurring on or after the Closing DateDay, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans into SOFR LIBOR Loans, or to convert any SOFR LIBOR Loans the Interest Periods for which end on having the same day Interest Period into Base Rate Loans, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR LIBOR Loans the Interest Periods for which end on having the same day Interest Period for an additional Interest Period, provided that (wx) any such conversion of SOFR Loans of the same Borrowing into Base Rate Loans or continuation shall involve an aggregate principal amount of not less than $3,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR Loans shall involve an aggregate principal amount of not less than $5,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; , and no partial conversion of SOFR LIBOR Loans of the same made pursuant to a single Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 or to any greater amount not an integral multiple of $1,000,000 in excess thereof, (xy) except as otherwise provided in Section 2.14(d), LIBOR Loans may be converted into Base Rate Loans only on the last day of the Interest Period applicable thereto (and, in any event, if a SOFR LIBOR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 2.16 to be paid as a consequence thereof, (y) no such conversion or continuation shall be permitted with regard to any Swingline Loans and (z) no conversion of Base Rate Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent delivering oral or written notice not later than (by telecopier or otherwise) to the Agent prior to 11:00 a.m. a.m., Charlotte time, at least three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR LIBOR Loans and at least one (1) Business Day prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate Loans. Each such notice (each, a “"Notice of Conversion/Continuation”") shall be irrevocable, shall be given in the form of Exhibit B-3 B-2 (or, if oral notice is given, shall be promptly followed, by telecopier or otherwise, with a writing in the form of Exhibit B-2) and shall be appropriately completed to specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, thereto and (z) the aggregate amount and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify the Agent and each Lender of the proposed conversion or continuation, of such Lender's Pro Rata Share thereof and of the other matters specified in such notice. In the event that the Borrowers Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-then current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR Loans, then such Borrower shall be deemed to have selected an Interest Period with a duration of one monththereto.

Conversions and Continuations. (a) Each With respect to Revolving Loans, the Borrower shall have the right, on any Business Day occurring on or after the Closing Restatement Effective Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans into SOFR LIBOR Loans, or to convert any SOFR LIBOR Loans the Interest Periods for which end on the same day into Base Rate Loans, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR LIBOR Loans the Interest Periods for which end on the same day for an additional Interest Period, provided that (w) any such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate Loans shall involve an aggregate principal amount of not less than $3,000,000 1,000,000 or, if greater, an integral multiple of $1,000,000 500,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR LIBOR Loans shall involve an aggregate principal amount of not less than $5,000,000 1,000,000 or, if greater, an integral multiple of $1,000,000 500,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same made pursuant to a single Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 1,000,000 or to any greater amount not an integral multiple of $1,000,000 500,000 in excess thereof, (x) except as otherwise provided in Section 2.16(d), LIBOR Loans may be converted into Base Rate Loans only on the last day of the Interest Period applicable thereto (and, in any event, if a SOFR LIBOR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 to be paid as a consequence thereof), (y) no such conversion or continuation shall be permitted with regard to any Swingline Loans Loans, and (z) no conversion of Base Rate Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent written notice not later than 11:00 a.m. a.m., Charlotte time, three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR LIBOR Loans and one (1) Business Day prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate Loans. Each such notice (each, a “Notice of Conversion/Continuation”) shall be irrevocable, shall be given in the form of Exhibit B-3 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each Lender of the proposed conversion or continuation. In the event that the Borrowers Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-then current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR LIBOR Loans, then such the Borrower shall be deemed to have selected an Interest Period with a duration of one month.. 12581222v10 24740.00017

Conversions and Continuations. (a) Each With respect to Loans not constituting Swingline Loans made pursuant to the Sweep Program, the Borrower shall have the right, on any Business Day occurring on or after the Closing Restatement Effective Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans or any LIBOR Market Index Loans (other than Swingline Loans made after the Sweep Program has been terminated) into SOFR LIBOR Loans, or to convert any SOFR LIBOR Loans the Interest Periods for which end on the same day into Base Rate Loans or LIBOR Market Index Loans, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR LIBOR Loans the Interest Periods for which end on the same day for an additional Interest Period, provided that (w) any such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate Loans or LIBOR Market Index Loans shall involve an aggregate principal amount of not less than $3,000,000 1,000,000 or, if greater, an integral multiple of $1,000,000 500,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing or LIBOR Market Index Loans into, or continuation of, SOFR LIBOR Loans shall involve an aggregate principal amount of not less than $5,000,000 1,000,000 or, if greater, an integral multiple of $1,000,000 500,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same made pursuant to a single Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 1,000,000 or to any greater amount not an integral multiple of $1,000,000 500,000 in excess thereof, (x) except as otherwise provided in Section 2.16(d), LIBOR Loans may be converted into Base Rate Loans or LIBOR Market Index Loans only on the last day of the Interest Period applicable thereto (and, in any event, if a SOFR LIBOR Loan is converted into a Base Rate Loan or a LIBOR Market Index Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 2.18 to be paid as a consequence thereof), (y) no such conversion or continuation shall be permitted with regard to any Base Rate Loans that are Swingline Loans Loans, and (z) no conversion of Base Rate Loans or LIBOR Market Index Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent written notice not later than 11:00 a.m. a.m., Charlotte time, three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans or LIBOR Market Index Loans into, or continuation of, SOFR LIBOR Loans and one (1) Business Day prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate Loans or LIBOR Market Index Loans. Each such notice (each, a “Notice of Conversion/Continuation”) shall be irrevocable, shall be given in the form of Exhibit B-3 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each Lender of the proposed conversion or continuation. In the event that the Borrowers Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans shall automatically be converted to Base LIBOR Market Index Rate Loans upon the expiration of the then-then current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR LIBOR Loans, then such the Borrower shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (a) Each With respect to Loans not constituting Swingline Loans made pursuant to the Sweep Program, the Borrower shall have the right, on any Business Day occurring on or after the Closing Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans or any LIBOR Market Index Loans (other than Swingline Loans made after the Sweep Program has been terminated) into SOFR LIBOR Loans, or to convert any SOFR LIBOR Loans the Interest Periods for which end on the same day into Base Rate Loans or LIBOR Market Index Loans, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR LIBOR Loans the Interest Periods for which end on the same day for an additional Interest Period, provided that (w) any such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate Loans or LIBOR Market Index Loans shall involve an aggregate principal amount of not less than $3,000,000 1,000,000 or, if greater, an integral multiple of $1,000,000 500,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing or LIBOR Market Index Loans into, or continuation of, SOFR LIBOR Loans shall involve an aggregate principal amount of not less than $5,000,000 1,000,000 or, if greater, an integral multiple of $1,000,000 500,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same made pursuant to a single Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 1,000,000 or to any greater amount not an integral multiple of $1,000,000 500,000 in excess thereof, (x) except as otherwise provided in Section 2.16(d), LIBOR Loans may be converted into Base Rate Loans or LIBOR Market Index Loans only on the last day of the Interest Period applicable thereto (and, in any event, if a SOFR LIBOR Loan is converted into a Base Rate Loan or a LIBOR Market Index Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 2.18 to be paid as a consequence thereof), (y) no such conversion or continuation shall be permitted with regard to any Base Rate Loans that are Swingline Loans Loans, and (z) no conversion of Base Rate Loans or LIBOR Market Index Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent written notice not later than 11:00 a.m. a.m., Charlotte time, three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans or LIBOR Market Index Loans into, or continuation of, SOFR LIBOR Loans and one (1) Business Day prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate Loans or LIBOR Market Index Loans. Each such notice (each, a “Notice of Conversion/Continuation”) shall be irrevocable, shall be given in the form of Exhibit B-3 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each Lender of the proposed conversion or continuation. In the event that the Borrowers Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans shall automatically be converted to Base LIBOR Market Index Rate Loans upon the expiration of the then-then current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR LIBOR Loans, then such the Borrower shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (a) Each The Borrower shall have the right, on any Business Day occurring on or after the Closing Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans into SOFR LIBOR Loans, or to convert any SOFR LIBOR Loans the Interest Periods for which end on the same day into Base Rate Loans, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR LIBOR Loans the Interest Periods for which end on the same day for an additional Interest Period, provided that (w) any such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate Loans shall involve an aggregate principal amount of not less than $3,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR LIBOR Loans shall involve an aggregate principal amount of not less than $5,000,000 3,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same made pursuant to a single Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 3,000,000 or to any greater amount not an integral multiple of $1,000,000 in excess thereof, (x) except as otherwise provided in SECTION 2.16(D), LIBOR Loans may be converted into Base Rate Loans only on the last day of the Interest Period applicable thereto (and, in any event, if a SOFR LIBOR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 SECTION 2.18 to be paid as a consequence thereof), (y) no such conversion or continuation shall be permitted with regard to any Base Rate Loans that are Swingline Loans Loans, and (z) no conversion of Base Rate Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent written notice not later than 11:00 a.m. a.m., Charlotte time, three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR LIBOR Loans and one (1) Business Day prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate Loans. Each such notice (each, a “"Notice of Conversion/Continuation”") shall be irrevocable, shall be given in the form of Exhibit EXHIBIT B-3 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount amount, Class and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each Lender of the proposed conversion or continuation. In the event that the Borrowers Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-then current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR LIBOR Loans, then such the Borrower shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (a) Each The Borrower shall have the right, on any Business Day occurring on or after the Closing Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans into SOFR LIBOR Loans, or to convert any SOFR LIBOR Loans the Interest Periods for which end on the same day into Base Rate Loans, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR LIBOR Loans the Interest Periods for which end on the same day for an additional Interest Period, provided that (w) any such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate -------- Loans shall involve an aggregate principal amount of not less than $1,000,000 or, if greater, an integral multiple of $500,000 in excess thereof; any such conversion of Base Rate Loans into, or continuation of, LIBOR Loans shall involve an aggregate principal amount of not less than $3,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR Loans shall involve an aggregate principal amount of not less than $5,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same made pursuant to a single Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 3,000,000 or to any greater amount not an integral multiple of $1,000,000 in excess thereof, (x) except as otherwise provided in Section 2.16(d), LIBOR Loans may be converted into Base Rate Loans only on the last day of the Interest Period applicable thereto (and, in any event, if a SOFR LIBOR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 2.18 to be paid as a consequence thereof), (y) no such conversion or continuation shall be permitted with regard to any Base Rate Loans that are Swingline Loans Loans, and (z) no conversion of Base Rate Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent written notice not later than 11:00 a.m. 12:00 p.m. noon (Charlotte, North Carolina time) three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR LIBOR Loans and one on the same Business Day prior to as the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate Loans. Each such notice (each, a “"Notice of Conversion/Continuation”") shall be irrevocable, shall be given in the form of Exhibit B-3 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each Lender of the proposed conversion or continuation. In the event that the Borrowers Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-then current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR LIBOR Loans, then such the Borrower shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (a) Each The Borrower shall have the right, on any Business Day occurring on or after the Closing Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate ABR Loans into SOFR LIBOR Loans, or to convert any SOFR LIBOR Loans the Interest Periods for which end on the same day into Base Rate ABR Loans, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR LIBOR Loans the Interest Periods for which end on the same day for an additional Interest Period, provided that (wi) any such conversion of SOFR LIBOR Loans into ABR Loans shall involve an aggregate principal amount of the same Borrowing into Base Rate not less than $1,000,000 or, if greater, an integral multiple of $500,000 in excess thereof; (ii) any such conversion of ABR Loans into, or continuation of, LIBOR Loans shall involve an aggregate principal amount of not less than $3,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR Loans shall involve an aggregate principal amount of not less than $5,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; and (iii) no partial conversion of SOFR LIBOR Loans of the same made pursuant to a single Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 3,000,000 or to any greater amount not an integral multiple of $1,000,000 in excess thereof, (xiv) if no such conversion or continuation shall be permitted with regard to any ABR Loans that are Swingline Loans, and (v) no conversion of ABR Loans into LIBOR Loans or continuation of LIBOR Loans into a SOFR new Interest Period shall be permitted during the continuance of a Default or Event of Default. If a LIBOR Loan is converted into a Base Rate ABR Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 SECTION 2.13 to be paid as a consequence thereof, (y) no such conversion or continuation shall be permitted with regard to any Swingline Loans and (z) no conversion of Base Rate Loans into SOFR Loans or continuation of SOFR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent written notice not later than 11:00 a.m. 12:00 noon, Charlotte time, three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate ABR Loans into, or continuation of, SOFR LIBOR Loans and one (1) Business Day prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate ABR Loans. Each such notice (each, a “"Notice of Conversion/Continuation”") shall be irrevocable, shall be given in the form of Exhibit B-3 EXHIBIT B-2 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each Lender of the proposed conversion or continuation. In the event that the Borrowers Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans shall automatically be converted to Base Rate ABR Loans upon the expiration of the then-then current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable . (c) The Borrower shall have failed a one-time option, exercisable on any Business Day, to select convert Unutilized End Loaded Lease Commitments under the End Loaded Lease Credit Agreement to Revolving Credit Commitments under this Agreement on a pro rata basis among the Lenders; provided, that (i) any such conversion shall involve aggregate Unutilized End Loaded Lease Commitments in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any an amount not greater than $10,000,000 and (ii) no such conversion into, or continuation of, SOFR Loans, then such Borrower shall be deemed to have selected an Interest Period with permitted during the continuance of a duration of one month.Default or an

Conversions and Continuations. (a) Each Borrower shall have the right, on any Business Day occurring on or after the Closing Date, to may elect (i) to convert all or a portion of the outstanding principal amount of any of its Base Rate Loans into SOFR LIBOR Loans, or to convert any SOFR of its LIBOR Loans the Interest Periods for which end on the same day into Base Rate Loans, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR of its LIBOR Loans the Interest Periods for which end on the same day for an additional Interest Period, ; provided that (wx) any such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate Loans shall involve an aggregate be in a principal amount of not less than $3,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR LIBOR Loans shall involve an aggregate be in a principal amount of not less than $5,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 or to any greater amount not an integral multiple of $1,000,000 in excess thereof, (xy) except as otherwise provided in Section 2.15(f), LIBOR Loans may be converted into Base Rate Loans only on the last day of the Interest Period applicable thereto (and, in any event, if a SOFR LIBOR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable respective Borrower will pay, upon such conversion, all amounts required under Section 2.19 2.17 to be paid as a consequence thereof, (y) no such conversion or continuation shall be permitted with regard to any Swingline Loans and (z) no conversion of Base Rate Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Each Borrower shall make each such election by giving must give the Administrative Agent written notice not later than 11:00 a.m. a.m., Charlotte time, three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, SOFR LIBOR Loans and one Business Day prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate Loans. Each such notice (each, a “Notice of Conversion/Continuation”) shall be irrevocable, shall be given substantially in the form of Exhibit B-3 B-2 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each Lender of the proposed conversion or continuation. In the event that the Borrowers any Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any of its outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable that any Borrower shall have failed to select specify in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR its LIBOR Loans, then such Borrower shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (a) Each The Borrower shall have the right, on any Business Day occurring on or after the Closing Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans into SOFR LIBOR Loans, or to convert any SOFR LIBOR Loans the Interest Periods for which end on the same day into Base Rate Loans, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR LIBOR Loans the Interest Periods for which end on the same day for an additional Interest Period, provided that (wx) any such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate Loans shall involve an aggregate principal amount of not less than $3,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR LIBOR Loans shall involve an aggregate principal amount of not less than $5,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same made pursuant to a single Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 or to any greater amount not an integral multiple of $1,000,000 in excess thereof, (xy) except as otherwise provided in Section 2.16(f), LIBOR Loans may be converted into Base Rate Loans only on the last day of the Interest Period applicable thereto (and, in any event, if a SOFR LIBOR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 2.18 to be paid as a consequence thereof, (y) no such conversion or continuation shall be permitted with regard to any Swingline Loans and (z) no conversion of Base Rate Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent written notice (i) not later than 11:00 a.m. 12:00 noon, Charlotte, North Carolina time, three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of Base Rate Loans intointo LIBOR Loans, or any continuation of, SOFR of LIBOR Loans and (ii) not later than 12:00 noon, Charlotte, North Carolina time, one (1) Business Day prior to the intended effective date of any conversion of SOFR LIBOR Loans into Base Rate Loans. Each such notice (each, a “Notice of Conversion/Continuation”) shall be irrevocable, shall be given in the form of Exhibit B-3 B-2 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each Lender of the proposed conversion or continuation. In the event that the Borrowers Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any of its outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then-then current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR its LIBOR Loans, then such the Borrower shall be deemed to have selected an Interest Period with a duration of one month.

Conversions and Continuations. (a) Each The Borrower shall have the right, on any Business Day occurring on or after the Closing Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans of any Class into SOFR LoansLIBOR Loans of the same Class, or to convert any SOFR LIBOR Loans of any Class the Interest Periods for which end on the same day into Base Rate LoansLoans of the same Class, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR LIBOR Loans of any Class, the Interest Periods for which end on the same day day, for an additional Interest Period, provided that (wx) any such conversion of SOFR LIBOR Loans of the same Borrowing into Base Rate Loans shall involve an aggregate principal amount of not less than $3,000,000 500,000 or, if greater, an integral multiple of $1,000,000 100,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR LIBOR Loans shall involve an aggregate principal amount of not less than $5,000,000 1,000,000 or, if greater, an integral multiple of $1,000,000 100,000 in excess thereof; and no partial conversion of SOFR LIBOR Loans of the same made pursuant to a single Borrowing shall reduce the outstanding principal amount of SOFR such LIBOR Loans to less than $5,000,000 1,000,000 or to any greater amount not an integral multiple of $1,000,000 100,000 in excess thereof, (xy) if a SOFR Loan is except as otherwise provided in Section 2.16(d), LIBOR Loans may be converted into a Base Rate Loan Loans only on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 to be paid as a consequence thereof, (y) no such conversion or continuation shall be permitted with regard to any Swingline Loans thereto and (z) no conversion of Base Rate Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or an Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent written notice not later than 11:00 a.m. 12:00 p.m., three (3) U.S. Government Securities Business Days prior to the intended effective date of any such conversion or continuation (or in the case of a conversion of any Loan into a Base Rate Loans intoLoan, or continuation of, SOFR Loans and one Business Day prior to on the intended effective date of any conversion of SOFR Loans into Base Rate Loanssuch conversion). Each such notice (each, a “Notice of Conversion/Continuation”) shall be irrevocable, shall be given in the form of Exhibit B-3 B-2 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount amount, Class and Type of the Loans being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each Lender having a Commitment for Loans (or outstanding Loans) of the relevant Class of the proposed conversion or continuation. In the event that the Borrowers Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR LIBOR Loans, such SOFR LIBOR Loans shall automatically be converted to Base Rate Loans upon continued at the expiration end of the then-current its Interest Period applicable thereto (unless repaid pursuant to the terms hereof)as a LIBOR Loan with an Interest Period of one month. In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR LIBOR Loans, then such the Borrower shall be deemed to have selected an Interest Period with a duration of one monththree months.

Conversions and Continuations. (a) Each The Borrower shall have the right, on any Business Day occurring on or after the third (3rd) Business Day after the Closing Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans Loan into SOFR Loansa LIBOR Loan, or to convert any SOFR Loans the Interest Periods for which end on the same day LIBOR Loan into a Base Rate LoansLoan, or (ii) upon the expiration of any Interest Period, to continue all or a portion of the outstanding principal amount of any SOFR Loans the Interest Periods for which end on the same day LIBOR Loan for an additional Interest Period, provided that (wx) any such conversion of SOFR Loans a LIBOR Loan into a Base Rate Loan shall involve an aggregate principal amount of the same Borrowing into not less than $1,000,000 or, if greater, an integral multiple of $500,000 in excess thereof; any such conversion of Base Rate Loans into, or continuation of a LIBOR Loan shall involve an aggregate principal amount of not less than $3,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; any such conversion of Base Rate Loans of the same Borrowing into, or continuation of, SOFR Loans shall involve an aggregate principal amount of not less than $5,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof; and no partial conversion of SOFR Loans of the same Borrowing a LIBOR Loan shall reduce the outstanding principal amount of SOFR Loans such LIBOR Loan to less than $5,000,000 3,000,000 or to any greater amount not an integral multiple of $1,000,000 in excess thereof, (xy) except as otherwise provided in Section 2.13(d), a LIBOR Loan may be converted into a Base Rate Loan only on the last day of the Interest Period applicable thereto (and, in any event, if a SOFR LIBOR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower will pay, upon such conversion, all amounts required under Section 2.19 2.15 to be paid as a consequence thereof, (y) no such conversion or continuation shall be permitted with regard to any Swingline Loans and (z) no conversion of Base Rate Loans into SOFR LIBOR Loans or continuation of SOFR LIBOR Loans shall be permitted during the continuance of a Default or Event of Default. (b) The applicable Borrower shall make each such election by giving the Administrative Agent Lender written notice not later than 11:00 a.m. a.m., Charlotte time, three (3) U.S. Government Securities Business Days prior to the intended effective date of any conversion of a Base Rate Loans Loan into, or continuation of, SOFR Loans a LIBOR Loan and one (1) Business Day prior to the intended effective date of any conversion of SOFR Loans a LIBOR Loan into a Base Rate LoansLoan. Each such notice (each, a “"Notice of Conversion/Conversion/ Continuation”") shall be irrevocable, shall be given in the form of Exhibit B-3 B-2 and shall specify (x) the date of such conversion or continuation (which shall be a Business Day), (y) in the case of a conversion into, or a continuation of, SOFR Loansa LIBOR Loan, the Interest Period to be applicable thereto, and (z) the aggregate amount and Type of the Loans Loan being converted or continued. Upon the receipt of a Notice of Conversion/Continuation, the Administrative Agent will promptly notify each Lender of the proposed conversion or continuation. In the event that the Borrowers Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding SOFR LoansLIBOR Loan, such SOFR Loans LIBOR Loan shall automatically be converted to a Base Rate Loans Loan upon the expiration of the then-then current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the applicable Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, SOFR Loans, then such Borrower shall be deemed to have selected an Interest Period with a duration of one month.