Common use of Conversions/Continuations Clause in Contracts

Conversions/Continuations. So long as no Default or Event of Default is in existence, the Borrower shall have the option to convert on any Business Day all or a portion at least equal to the applicable Minimum Borrowing Amount of the outstanding principal amount of the Loans owing pursuant to a single Facility (other than under the Swingline Facility, with all Swingline Loans to at all times be maintained as Base Rate Loans) into a Borrowing or Borrowings pursuant to such Facility of another Type of Loan, provided that (i) except as otherwise provided in Section 2.17 or Section 2.18, Eurodollar Rate Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable thereto and no partial conversion of a Borrowing of Eurodollar Rate Loans shall reduce the outstanding principal amount of the Eurodollar Rate Loans made pursuant to such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) Base Rate Loans may only be converted into Eurodollar Rate Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) Borrowings of Eurodollar Rate Loans resulting from this Section 2.6 shall be limited in numbers as provided in Section 2.2. So long as no Default or Event of Default shall be in existence, the Borrower shall have the option to continue any Eurodollar Rate Loan as a Eurodollar Rate Loan by selecting a new Interest Period for such Eurodollar Rate Loan. Each new Interest Period selected under this Section shall commence on the last day of the immediately preceding Interest Period. If the Borrower shall fail to select in a timely manner a new Interest Period for any Eurodollar Rate Loan in accordance with this Section, such Loan will automatically, on the last day of the current Interest Period therefor, be continued as provided in Section 2.9(b). Each such conversion or continuation shall be effected by the Borrower giving the Administrative Agent at its Notice Office, prior to 11:00 a.m., at least three Business Days’ (or one Business Day’s, in the case of a conversion into Base Rate Loans) prior written notice (or telephonic notice promptly confirmed in writing) (each a “Notice of Conversion/Continuation”) specifying the Loans to be so converted, the Type of Loans to be converted into and, if to be converted into a Borrowing of Eurodollar Rate Loans, the Interest Period to be initially applicable thereto or, as the case may be, specifying the Loans to be so continued and the Interest Period applicable to such continuation. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion or continuation affecting any of its Loans. Notwithstanding the foregoing or the provisions of Section 2.9, if a Default or an Event of Default is in existence at the time any Interest Period in respect of any Borrowing of Eurodollar Rate Loans is to expire and the Administrative Agent or the Required Lenders have determined that a continuation of Eurodollar Rate Loans as such is not appropriate, such Loans may not be continued as Eurodollar Rate Loans but instead shall be automatically converted on the last day of such Interest Period into Base Rate Loans.

Conversions/Continuations. So long as no Default or Event of Default is in existence, the The Borrower shall have the option to convert on any Business Day commencing 30 days after the Closing Date or such earlier date as Indosuez shall have completed any intended syndication of its interest in the Loans (as to which the Administrative Agent shall promptly notify the Borrower), all or a portion at least equal to (which portion shall not be less than the applicable Minimum Borrowing Amount Amount) of the outstanding principal amount of the Loans owing by the Borrower pursuant to a single Portion of the Loan Facility (other than under the Swingline Facility, with all Swingline Loans to at all times be maintained as Base Rate Loans) into a Borrowing or Borrowings pursuant to such Facility Portion of another Type of Loan, provided or to continue all or a portion of such Borrowings as the same Type of Loan; PROVIDED, HOWEVER, that, notwithstanding anything to the contrary set forth above, in the event that the Administrative Agent shall not have notified the Borrower that it has completed any intended syndication as of the date on which the Borrower becomes entitled to elect Reserve Adjusted Eurodollar Loans, then for a further period of one month, the Borrower shall only be entitled to elect Reserve Adjusted Eurodollar Loans which have an Interest Period which terminates on or before the end of such one-month period; and PROVIDED, FURTHER, that (ia) except as otherwise provided in Section 2.17 or Section 2.181.10(b), Reserve Adjusted Eurodollar Rate Loans may be converted into Base Rate Loans or continued as Reserve Adjusted Eurodollar Loans only on the last day of an Interest Period applicable thereto and to such Reserve Adjusted Eurodollar Loans, (b) no such partial conversion of a Borrowing of Reserve Adjusted Eurodollar Rate Loans shall reduce the outstanding principal amount of Reserve Adjusted Eurodollar Loans under the Eurodollar Rate Loans Loan Facility (or portion thereof) made pursuant to such a single Borrowing to less than the Minimum Borrowing Amount applicable theretoAmount, (iic) Base Rate Loans a Loan may only be converted into or continued as Reserve Adjusted Eurodollar Rate Loans if no Default or Event of Default is in existence on the date of the conversionconversion or continuation, and (iiid) Borrowings of Eurodollar Rate Loans resulting from conversions or continuations pursuant to this Section 2.6 1.06 shall be limited in numbers amount and number as provided in Section 2.2. So long as no Default 1.02 and (e) all or Event of Default shall be in existence, the Borrower shall have the option to continue any Eurodollar Rate Loan as a Eurodollar Rate Loan by selecting a new Interest Period for such Eurodollar Rate Loan. Each new Interest Period selected under this Section shall commence on the last day portion of the immediately preceding Interest Period. If the Borrower shall fail to select in a timely manner a new Interest Period for any outstanding principal amount of Base Rate Loans may not be converted into Reserve Adjusted Eurodollar Loans if such Base Rate Loan in accordance with this Section, Loans or portion thereof will mature within one month of such Loan will automatically, on the last day of the current Interest Period therefor, be continued as provided in Section 2.9(b)proposed conversion. Each such conversion or conversion/continuation shall be effected by the Borrower by giving the Administrative Agent at its Notice Office, the Agent's Office prior to 11:00 a.m., 1:00 P.M. (New York time) at least three Business Days’ ' (or one on the same Business Day’s, Day in the case of a conversion into Base Rate Loans) prior written notice (or telephonic notice promptly confirmed in writing) (each a “Notice of Conversion"NOTICE OF CONVERSION/Continuation”) CONTINUATION"), specifying the Loans to be so convertedconverted or continued, the Type of Loans to into which such Loans will be converted into or continued, the proposed conversion/continuation date, and, if to be converted into a Borrowing of or continued as Reserve Adjusted Eurodollar Rate Loans, the Interest Period to be initially applicable thereto or, as the case may be, specifying the Loans to be so continued and the Interest Period applicable to such continuationthereto. The Administrative Agent shall give each Lender prompt Bank notice as promptly as practicable of any such proposed conversion or continuation affecting any of its Loans. Notwithstanding the foregoing or the provisions of Section 2.91.09, if a Default or an Event of Default is in existence at the time any Interest Period in respect of any Borrowing of Reserve Adjusted Eurodollar Rate Loans is to expire and the Administrative Agent or the Required Lenders have determined that a continuation of Eurodollar Rate Loans as such is not appropriateexpire, such Loans may not be continued as Reserve Adjusted Eurodollar Rate Loans but instead shall be automatically converted on the last day of such Interest Period into Base Rate Loans, unless the Administrative Agent shall otherwise elect. If no Notice of Conversion/Continuation has been duly delivered with respect to a Reserve Adjusted Eurodollar Loan on or before the third Business Day prior to the last day of the Interest Period applicable thereto, such Reserve Adjusted Eurodollar Loan shall be automatically converted into a Base Rate Loan.

Conversions/Continuations. So long as no Default or Event of Default is in existence, the Borrower The Borrowers shall have the option to convert (or continue), on any Business Day Day, all or a portion equal to at least equal to the applicable Minimum Borrowing Amount of the outstanding principal amount of the Revolving Loans owing made pursuant to a single Facility (other than under the Swingline Facility, with all Swingline one or more Borrowings of one or more Types of Revolving Loans to at all times be maintained as Base Rate Loans) into a Borrowing or Borrowings pursuant to such Facility of another Type of Revolving Loan (or to continue all or a portion of any LIBOR Loan as a LIBOR Loan); provided, provided that (ia) except as otherwise provided in Section 2.17 or Section 2.182.10(b), Eurodollar Rate LIBOR Loans may be converted into Base Rate Loans (or continued as LIBOR Loans with a new Interest Period) only on the last day of an Interest Period applicable thereto to the Revolving Loans being converted (or continued) and no such partial conversion of a Borrowing of Eurodollar Rate LIBOR Loans shall reduce the outstanding principal amount of the Eurodollar Rate such LIBOR Loans made pursuant to such a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (iib) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Rate LIBOR Loans if no Default or Event of Default has occurred and is in existence continuing on the date of the conversion, and (iiic) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Rate LIBOR Loans resulting from this than is permitted under Section 2.6 shall be limited in numbers as provided in Section 2.2. So long as no Default or Event of Default shall be in existence, the Borrower shall have the option to continue any Eurodollar Rate Loan as a Eurodollar Rate Loan by selecting a new Interest Period for such Eurodollar Rate Loan. Each new Interest Period selected under this Section shall commence on the last day of the immediately preceding Interest Period. If the Borrower shall fail to select in a timely manner a new Interest Period for any Eurodollar Rate Loan in accordance with this Section, such Loan will automatically, on the last day of the current Interest Period therefor, be continued as provided in Section 2.9(b)2.02. Each such conversion or continuation shall be effected by the Borrower Borrowers by the Company giving the Administrative Agent at its the Notice Office, Office prior to 11:00 a.m., 1:00 P.M. (New York City time) at least (i) in the case of conversions of Base Rate Loans into LIBOR Loans (or continuations of LIBOR Loans), three Business Days’ prior notice and (or one Business Day’s, ii) in the case of a conversion conversions of LIBOR Loans into Base Rate Loans) , one Business Day’s prior written notice (or telephonic notice promptly confirmed in writing) (each each, a “Notice of Conversion/Continuation”) specifying ), in each case in the form of Exhibit A-2, appropriately completed to specify the Revolving Loans to be so convertedconverted (or continued), the Type of Borrowing or Borrowings pursuant to which such Revolving Loans to be converted into were incurred and, if to be converted into a Borrowing of Eurodollar Rate (or continued as) LIBOR Loans, the Interest Period to be initially applicable thereto or, as the case may be, specifying the Loans to be so continued and the Interest Period applicable to such continuationthereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion or continuation affecting any of its Loans. Notwithstanding the foregoing or the provisions of Section 2.9, if a Default or an Event of Default is in existence at the time any Interest Period in respect of any Borrowing of Eurodollar Rate Loans is to expire and the Administrative Agent or the Required Lenders have determined that a continuation of Eurodollar Rate Loans as such is not appropriate, such Loans may not be continued as Eurodollar Rate Loans but instead shall be automatically converted on the last day of such Interest Period into Base Rate Revolving Loans.

Conversions/Continuations. So long as no Default or Event of Default is in existence, the The Borrower shall have the option to convert (or continue), on any Business Day Day, all or a portion at least equal to the applicable Minimum Borrowing Amount (but not less than all) of the outstanding principal amount of the Term Loans owing pursuant to a single Facility (other than under the Swingline Facility, with all Swingline Loans to at all times be maintained as Base Rate Loans) into a Borrowing or Borrowings pursuant to such Facility of another Type of Term Loan (or to continue all (but not less than all) of any LIBOR Loan as a LIBOR Loan); provided, provided that (i) except as otherwise provided in Section 2.17 or Section 2.182.10(b), Eurodollar Rate LIBOR Loans may be converted into Base Rate Loans (or continued as LIBOR Loans with a new Interest Period) only on the last day of an Interest Period applicable thereto and no partial conversion of a Borrowing of Eurodollar Rate to the Term Loans shall reduce the outstanding principal amount of the Eurodollar Rate Loans made pursuant to such Borrowing to less than the Minimum Borrowing Amount applicable theretobeing converted (or continued), (iib) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Rate LIBOR Loans if no Default or Event of Default has occurred and is in existence continuing on the date of the conversion, and (iiic) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Rate LIBOR Loans resulting from this than is permitted under Section 2.6 shall be limited in numbers as provided in Section 2.2. So long as no Default or Event of Default shall be in existence, the Borrower shall have the option to continue any Eurodollar Rate Loan as a Eurodollar Rate Loan by selecting a new Interest Period for such Eurodollar Rate Loan. Each new Interest Period selected under this Section shall commence on the last day of the immediately preceding Interest Period. If the Borrower shall fail to select in a timely manner a new Interest Period for any Eurodollar Rate Loan in accordance with this Section, such Loan will automatically, on the last day of the current Interest Period therefor, be continued as provided in Section 2.9(b)2.02. Each such conversion or continuation shall be effected by the Borrower by giving the Administrative Agent at its the Notice Office, Office prior to 11:00 a.m., 1:00 P.M. (New York City time) at least (i) in the case of conversions of Base Rate Loans into LIBOR Loans (or continuations of LIBOR Loans), three Business Days’ prior notice; provided, however, that if the Borrower wishes to request LIBOR Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the Borrower must be received by the Administrative Agent not later than 1:00 p.m. (New York City time) four (4) Business Days prior to the requested date of such conversion or one continuation, whereupon the Administrative Agent shall give prompt notice to the Lenders of such request and determine whether the requested Interest Period is acceptable to them and (B) not later than 1:00 p.m. (New York City time) three (3) Business Day’sDays before the requested date of such conversion or continuation, the Administrative Agent shall notify the Borrower whether or not the requested Interest Period is available to the Lenders and (ii) in the case of a conversion conversions of LIBOR Loans into Base Rate Loans) , one Business Day’s prior written notice (or telephonic notice promptly confirmed in writing) (each each, a “Notice of Conversion/Continuation”) specifying ), in each case in the form of Exhibit A-2, appropriately completed to specify the Term Loans to be so convertedconverted (or continued), the Type of Borrowing or Borrowings pursuant to which such Term Loans to be converted into were incurred and, if to be converted into a Borrowing of Eurodollar Rate (or continued as) LIBOR Loans, the Interest Period to be initially applicable thereto or, as the case may be, specifying the Loans to be so continued and the Interest Period applicable to such continuationthereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion or continuation affecting any of its Loans. Notwithstanding the foregoing or the provisions of Section 2.9, if a Default or an Event of Default is in existence at the time any Interest Period in respect of any Borrowing of Eurodollar Rate Loans is to expire and the Administrative Agent or the Required Lenders have determined that a continuation of Eurodollar Rate Loans as such is not appropriate, such Loans may not be continued as Eurodollar Rate Loans but instead shall be automatically converted on the last day of such Interest Period into Base Rate Term Loans.

Conversions/Continuations. So long as no Default or Event of Default is in existence, the The Borrower shall have the option to convert on any Business Day convert, all or a portion equal to at least equal to (x) in the applicable Minimum Borrowing Amount case of a conversion of Term Loans, $5,000,000 (and, if greater, in an integral multiple of $500,000) and (y) in the case of a conversion of Revolving Loans, $1,000,000 (and, if greater, in an integral multiple of $100,000), of the outstanding principal amount of the Loans owing made pursuant to a single Facility one or more Borrowings (other than under so long as of the Swingline Facility, with all Swingline same Tranche) of one or more Types of Loans to at all times be maintained as Base Rate Loans) into a Borrowing or Borrowings pursuant to such Facility (of the same Tranche) of another Type of Loan, ; provided that (i) except as otherwise provided in Section 2.17 or Section 2.181.11(b), Eurodollar Rate Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable thereto to the Loans being converted and no such partial conversion of a Borrowing of Eurodollar Rate Loans shall reduce the outstanding principal amount of the such Eurodollar Rate Loans made pursuant to such a single Borrowing to less than (x) in the Minimum Borrowing Amount applicable theretocase of Term Loans, $5,000,000 and (y) in the case of Revolving Loans, $1,000,000, (ii) Base Rate Loans may only be converted into Eurodollar Rate Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) Borrowings no conversion pursuant to this Section 1.07 shall result in a greater number of Eurodollar Rate Loans resulting from this Borrowings than is permitted under Section 2.6 shall be limited in numbers as provided in Section 2.21.03. So long as no Default or Event of Default shall be in existence, the The Borrower shall also have the option at the end of any Interest Period to continue all or a portion of any Eurodollar Rate Loan as a Eurodollar Rate Loan by selecting a new Interest Period for such Eurodollar Rate Loan. Each new Interest Period selected under this Section shall commence on the last day of the immediately preceding an additional Interest Period. If the Borrower shall fail to select in a timely manner a new Interest Period for any Eurodollar Rate Loan in accordance with this Section, such Loan will automatically, on the last day of the current Interest Period therefor, be continued as provided in Section 2.9(b). Each such conversion or continuation shall be effected by the Borrower giving the Administrative Agent at its Notice Office, Office prior to 11:00 a.m., 12:00 Noon (New York time) at least three Business Days’ (or one Business Day’s, in the case of a conversion into Base Rate Loans) ' prior written notice (or telephonic notice promptly confirmed in writing) (each each, a “"Notice of Conversion/Continuation”") specifying the Loans to be so convertedconverted or continued, the Type of Borrowing(s) pursuant to which such Loans to be converted into were made and, if to be converted into a Borrowing of or continued as Eurodollar Rate Loans, the Interest Period to be initially applicable thereto or, as the case may be, specifying the Loans to be so continued and the Interest Period applicable to such continuationthereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion or continuation affecting any of its Loans. Notwithstanding ; provided that the foregoing or the provisions failure of Section 2.9, if a Default or an Event of Default is in existence at the time any Interest Period in respect of any Borrowing of Eurodollar Rate Loans is to expire and the Administrative Agent to give any such notice shall not affect the rights or obligations of the Required Lenders have determined that a continuation of Eurodollar Rate Loans as such is not appropriate, such Loans may not be continued as Eurodollar Rate Loans but instead shall be automatically converted on the last day of such Interest Period into Base Rate LoansBorrower hereunder.

Conversions/Continuations. So long as no Default or Event of Default is in existence, the Borrower shall have the option to convert on any Business Day all or a portion at least equal to the applicable Minimum Borrowing Amount of the outstanding principal amount of the Loans owing pursuant to a single Facility (other than under the Swingline Facility, with all Swingline Loans to at all times be maintained as Base Rate Loans) into a Borrowing or Borrowings pursuant to such Facility of another Type of Loan, provided that (i) except as otherwise provided in Section 2.17 or Section 2.18, Eurodollar Rate Loans may be converted into Base Rate LEGAL02/38433738v11 Loans only on the last day of an Interest Period applicable thereto and no partial conversion of a Borrowing of Eurodollar Rate Loans shall reduce the outstanding principal amount of the Eurodollar Rate Loans made pursuant to such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) Base Rate Loans may only be converted into Eurodollar Rate Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) Borrowings of Eurodollar Rate Loans resulting from this Section 2.6 shall be limited in numbers as provided in Section 2.2. So long as no Default or Event of Default shall be in existence, the Borrower shall have the option to continue any Eurodollar Rate Loan as a Eurodollar Rate Loan by selecting a new Interest Period for such Eurodollar Rate Loan. Each new Interest Period selected under this Section shall commence on the last day of the immediately preceding Interest Period. If the Borrower shall fail to select in a timely manner a new Interest Period for any Eurodollar Rate Loan in accordance with this Section, such Loan will automatically, on the last day of the current Interest Period therefor, be continued as provided in Section 2.9(b). Each such conversion or continuation shall be effected by the Borrower giving the Administrative Agent at its Notice Office, prior to 11:00 a.m., at least three Business Days’ (or one Business Day’s, in the case of a conversion into Base Rate Loans) prior written notice (or telephonic notice promptly confirmed in writing) (each a “Notice of Conversion/Continuation”) specifying the Loans to be so converted, the Type of Loans to be converted into and, if to be converted into a Borrowing of Eurodollar Rate Loans, the Interest Period to be initially applicable thereto or, as the case may be, specifying the Loans to be so continued and the Interest Period applicable to such continuation. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion or continuation affecting any of its Loans. Notwithstanding the foregoing or the provisions of Section 2.9, if a Default or an Event of Default is in existence at the time any Interest Period in respect of any Borrowing of Eurodollar Rate Loans is to expire and the Administrative Agent or the Required Lenders have determined that a continuation of Eurodollar Rate Loans as such is not appropriate, such Loans may not be continued as Eurodollar Rate Loans but instead shall be automatically converted on the last day of such Interest Period into Base Rate Loans.

Conversions/Continuations. So long as no Default or Event of Default is in existence, the Borrower shall have the option to convert on any Business Day all or a portion at least equal to the applicable Minimum Borrowing Amount of the outstanding principal amount of the Loans owing pursuant to a single Facility (other than under the Swingline Facility, with all Swingline Loans to at all times be maintained as Base Rate Loans) into a Borrowing or Borrowings pursuant to such Facility of another Type of Loan, ,; provided that (i) except as otherwise provided in Section 2.17 or Section 2.18, Eurodollar Rate RateAdjusted Term SOFR Loans may be converted into Base Rate Loans or Index Rate Loans only on the last day of an Interest Period applicable thereto and no partial conversion of a Borrowing of Eurodollar Rate RateAdjusted Term SOFR Loans shall reduce the outstanding principal amount of the Eurodollar Rate RateAdjusted Term SOFR Loans made pursuant to such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) Base Rate Loans and Index Rate Loans may only be converted into Eurodollar Rate RateAdjusted Term SOFR Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) Borrowings of Eurodollar Rate RateAdjusted Term SOFR Loans resulting from this Section 2.6 shall be limited in numbers as provided in Section 2.2. So long as no Default or Event of Default shall be in existence, the Borrower shall have the option to continue any Eurodollar Rate Loan as a Eurodollar Rate RateAdjusted Term SOFR Loan as an Adjusted Term SOFR Loan by selecting a new Interest Period for such Eurodollar Rate RateAdjusted Term SOFR Loan. Each new Interest Period selected under this Section shall commence on the last day of the immediately preceding Interest Period. If the Borrower shall fail to select in a timely manner a new Interest Period for any Eurodollar Rate RateAdjusted Term SOFR Loan in accordance with this Section, such Loan will automatically, on the last day of the current Interest Period therefor, be continued as provided in Section 2.9(b). So long as no Default or Event of Default shall be in existence, unless the Borrower exercises its option to convert all or a portion of the outstanding Index Rate Loans, Index Rate Loans shall automatically continue as Index Rate Loans at the end of each calendar month. Each such conversion or continuation shall be effected by the Borrower giving the Administrative Agent at its Notice Office, prior to 11:00 a.m., at least three (3) U.S. Government Securities Business Days’ (or one Business Day’s, in the case of a conversion into Base Rate Loans or Index Rate Loans) prior written notice (or telephonic notice promptly confirmed in writing) (each a “Notice of Conversion/Continuation”) specifying the Loans to be so converted, the Type of Loans to be converted into and, if to be converted into a Borrowing of Eurodollar Rate RateAdjusted Term SOFR Loans, the Interest Period to be initially applicable thereto or, as the case may be, specifying the Loans to be so continued and the Interest Period applicable to such continuation. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion or continuation affecting any of its Loans. Notwithstanding the foregoing or the provisions of Section 2.9, if a Default or an Event of Default is in existence at the time any Interest Period in respect of any Borrowing of Eurodollar Rate RateAdjusted Term SOFR Loans is to expire and the Administrative Agent or the Required Lenders have determined that a continuation of Eurodollar Rate RateAdjusted Term SOFR Loans as such is not appropriate, such Loans may not be continued as Eurodollar Rate RateAdjusted Term SOFR Loans but instead shall be automatically converted on the last day of such Interest Period into Base Rate Loans.

Conversions/Continuations. So long as no Default or Event of Default is in existence, the The Borrower shall have the option to convert convert, on any Business Day Day, all or a portion equal to at least equal to the applicable Minimum Borrowing Amount of the outstanding principal amount of the Loans owing made pursuant to a single Facility one or more Borrowings (other than under so long as of the Swingline Facility, with all Swingline same Tranche) of one or more Types of Loans to at all times be maintained as Base Rate Loans) into a Borrowing or Borrowings pursuant to such Facility (of the same Tranche) of another Type of Loan, provided that that, (i) except as otherwise provided in Section 2.17 or Section 2.182.10(b), Eurodollar Rate LIBOR Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable thereto to the Loans being converted and no such partial conversion of a Borrowing of Eurodollar Rate LIBOR Loans shall reduce the outstanding principal amount of the Eurodollar Rate such LIBOR Loans made pursuant to such a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only not be converted into Eurodollar Rate LIBOR Loans if no a Default or Event of Default is in existence on the date of the conversion, conversion and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Rate LIBOR Loans resulting from this than is permitted under Section 2.6 shall be limited in numbers as provided in Section 2.2. So long as no Default or Event of Default shall be in existence, the Borrower shall have the option to continue any Eurodollar Rate Loan as a Eurodollar Rate Loan by selecting a new Interest Period for such Eurodollar Rate Loan. Each new Interest Period selected under this Section shall commence on the last day of the immediately preceding Interest Period. If the Borrower shall fail to select in a timely manner a new Interest Period for any Eurodollar Rate Loan in accordance with this Section, such Loan will automatically, on the last day of the current Interest Period therefor, be continued as provided in Section 2.9(b)2.02. Each such conversion or continuation shall be effected by the Borrower by giving the Administrative Agent at its the Notice Office, Office prior to 11:00 a.m., 1:00 p.m. CST at least (x) in the case of conversions of Base Rate Loans into LIBOR Loans, three Business Days’ prior notice and (or one Business Day’s, y) in the case of a conversion conversions of LIBOR Loans into Base Rate Loans) , one Business Day’s prior written notice (or telephonic notice promptly confirmed in writing) (each each, a “Notice of Conversion/Continuation”) specifying ), in each case in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Type of Borrowing or Borrowings pursuant to which such Loans to be converted into were incurred and, if to be converted into a Borrowing of Eurodollar Rate LIBOR Loans, the Interest Period to be initially applicable thereto or, as the case may be, specifying the Loans to be so continued and the Interest Period applicable to such continuationthereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion or continuation affecting any of its Loans. Notwithstanding the foregoing or the provisions of Section 2.9, if a Default or an Event of Default is in existence at the time any Interest Period in respect of any Borrowing of Eurodollar Rate Loans is to expire and the Administrative Agent or the Required Lenders have determined that a continuation of Eurodollar Rate Loans as such is not appropriate, such Loans may not be continued as Eurodollar Rate Loans but instead shall be automatically converted on the last day of such Interest Period into Base Rate Loans.

Conversions/Continuations. So long as no Default or Event of Default is in existence, the The Borrower shall have the option to convert (or continue), on any Business Day Day, all or a portion equal to at least equal to the applicable Minimum Borrowing Amount of the outstanding principal amount of the Term Loans owing made pursuant to a single Facility (other than under the Swingline Facility, with all Swingline one or more Borrowings of one or more Types of Term Loans to at all times be maintained as Base Rate Loans) into a Borrowing or Borrowings pursuant to such Facility of another Type of Term Loan (or to continue all or a portion of any LIBOR Loan as a LIBOR Loan, ); provided that (ia) except as otherwise provided in Section 2.17 or Section 2.182.10(b), Eurodollar Rate LIBOR Loans may be converted into Base Rate Loans (or continued as LIBOR Loans with a new Interest Period) only on the last day of an Interest Period applicable thereto to the Term Loans being converted (or continued) and no such partial conversion of a Borrowing of Eurodollar Rate LIBOR Loans shall reduce the outstanding principal amount of the Eurodollar Rate such LIBOR Loans made pursuant to such a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (iib) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Rate LIBOR Loans if no Default or Event of Default has occurred and is in existence continuing on the date of the conversion, and (iiic) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Rate LIBOR Loans resulting from this than is permitted under Section 2.6 shall be limited in numbers as provided in Section 2.2. So long as no Default or Event of Default shall be in existence, the Borrower shall have the option to continue any Eurodollar Rate Loan as a Eurodollar Rate Loan by selecting a new Interest Period for such Eurodollar Rate Loan. Each new Interest Period selected under this Section shall commence on the last day of the immediately preceding Interest Period. If the Borrower shall fail to select in a timely manner a new Interest Period for any Eurodollar Rate Loan in accordance with this Section, such Loan will automatically, on the last day of the current Interest Period therefor, be continued as provided in Section 2.9(b)2.02. Each such conversion or continuation shall be effected by the Borrower by giving the Administrative Agent at its the Notice Office, Office prior to 11:00 a.m., 2:30 P.M. (New York City time) at least (i) in the case of conversions of Base Rate Loans into LIBOR Loans (or continuations of LIBOR Loans), three Business Days’ prior notice and (or one Business Day’s, ii) in the case of a conversion conversions of LIBOR Loans into Base Rate Loans) , one Business Day’s prior written notice (or telephonic notice promptly confirmed in writing) (each each, a “Notice of Conversion/Continuation”) specifying ), in each case in the form of Exhibit A-2, appropriately completed to specify the Term Loans to be so convertedconverted (or continued), the Type of Borrowing or Borrowings pursuant to which such Term Loans to be converted into were incurred and, if to be converted into a Borrowing of Eurodollar Rate (or continued as) LIBOR Loans, the Interest Period to be initially applicable thereto or, as the case may be, specifying the Loans to be so continued and the Interest Period applicable to such continuationthereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion or continuation affecting any of its Loans. Notwithstanding the foregoing or the provisions of Section 2.9, if a Default or an Event of Default is in existence at the time any Interest Period in respect of any Borrowing of Eurodollar Rate Loans is to expire and the Administrative Agent or the Required Lenders have determined that a continuation of Eurodollar Rate Loans as such is not appropriate, such Loans may not be continued as Eurodollar Rate Loans but instead shall be automatically converted on the last day of such Interest Period into Base Rate Term Loans.

Conversions/Continuations. So long as no Default or Event of Default is in existence, the Borrower Borrowers shall have the option to convert on any Business Day all or a portion at least equal to the applicable Minimum Borrowing Amount of the outstanding principal amount of the Loans owing pursuant to a single Facility (other than under the Swingline Facility, with all Swingline Loans to at all times be maintained as Base Rate Loans) into a Borrowing or Borrowings pursuant to such Facility of another Type of Loan, provided that (i) except as otherwise provided in Section 2.17 or Section 2.182.10(b), Eurodollar Rate Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable thereto and no partial conversion of a Borrowing of Eurodollar Rate Loans shall reduce the outstanding principal amount of the Eurodollar Rate Loans made pursuant to such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) Base Rate Loans may only be converted into Eurodollar Rate Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) Borrowings of Eurodollar Rate Loans resulting from this Section 2.6 shall be limited in numbers as provided in Section 2.2. So long as no Default or Event of Default shall be in existence, the Borrower Borrowers shall have the option to continue any Eurodollar Rate Loan as a Eurodollar Rate Loan by selecting a new Interest Period for such Eurodollar Rate Loan. Each new Interest Period selected under this Section shall commence on the last day of the immediately preceding Interest Period. If the Borrower shall fail to select in a timely manner a new Interest Period for any Eurodollar Rate Loan in accordance with this Section, such Loan will automatically, on the last day of the current Interest Period therefor, be continued as provided in Section 2.9(b)a Eurodollar Rate Loan with an Interest Period of 1 month. Each such conversion or continuation shall be effected by the Borrower Borrowers giving the Administrative Agent at its Notice Office, prior to 11:00 a.m., at least three Business Days’ (or one Business Day’s, in the case of a conversion into Base Rate Loans) prior written notice (or telephonic notice promptly confirmed in writing) (each a “Notice of Conversion/Continuation”) specifying the Loans to be so converted, the Type of Loans to be converted into and, if to be converted into a Borrowing of Eurodollar Rate Loans, the Interest Period to be initially applicable thereto or, as the case may be, specifying the Loans to be so continued and the Interest Period applicable to such continuation. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion or continuation affecting any of its Loans. Notwithstanding the foregoing or the provisions of Section 2.9, if a Default or an Event of Default is in existence at the time any Interest Period in respect of any Borrowing of Eurodollar Rate Loans is to expire and the Administrative Agent or the Required Lenders have determined that a continuation of Eurodollar Rate Loans as such is not appropriate, such Loans may not be continued as Eurodollar Rate Loans but instead shall be automatically converted on the last day of such Interest Period into Base Rate Loans.

Conversions/Continuations. So long as no Default or Event of Default is in existence, the The Borrower shall have the option to convert on any Business Day commencing 30 days after the Initial Closing Date or such earlier date as Indosuez shall have completed any intended syndication of its interest in the Loans (as to which the Administrative Agent shall promptly notify the Borrower), all or a portion at least equal to (which portion shall not be less than the applicable Minimum Borrowing Amount Amount) of the outstanding principal amount of the Loans owing by the Borrower pursuant to a single Portion of the Loan Facility (other than under the Swingline Facility, with all Swingline Loans to at all times be maintained as Base Rate Loans) into a Borrowing or Borrowings pursuant to such Facility Portion of another Type of Loan, provided or to continue all or a portion of such Borrowings as the same Type of Loan; PROVIDED, HOWEVER, that, notwithstanding anything to the contrary set forth above, in the event that the Administrative Agent shall not have notified the Borrower that it has completed any intended syndication as of the date on which the Borrower becomes entitled to elect Reserve Adjusted Eurodollar Loans, then for a further period of one month, the Borrower shall only be entitled to elect Reserve Adjusted Eurodollar Loans which have an Interest Period which terminates on or before the end of such one-month period; and PROVIDED, FURTHER, that (ia) except as otherwise provided in Section 2.17 or Section 2.181.10(b), Reserve Adjusted Eurodollar Rate Loans may be converted into Base Rate Loans or continued as Reserve Adjusted Eurodollar Loans only on the last day of an Interest Period applicable thereto and to such Reserve Adjusted Eurodollar Loans, (b) no such partial conversion of a Borrowing of Reserve Adjusted Eurodollar Rate Loans shall reduce the outstanding principal amount of Reserve Adjusted Eurodollar Loans under the Eurodollar Rate Loans Loan Facility (or portion thereof) made pursuant to such a single Borrowing to less than the Minimum Borrowing Amount applicable theretoAmount, (iic) Base Rate Loans a Loan may only be converted into or continued as Reserve Adjusted Eurodollar Rate Loans if no Default or Event of Default is in existence on the date of the conversionconversion or continuation, and (iiid) Borrowings of Eurodollar Rate Loans resulting from conversions or continuations pursuant to this Section 2.6 1.06 shall be limited in numbers amount and number as provided in Section 2.2. So long as no Default 1.02 and (e) all or Event of Default shall be in existence, the Borrower shall have the option to continue any Eurodollar Rate Loan as a Eurodollar Rate Loan by selecting a new Interest Period for such Eurodollar Rate Loan. Each new Interest Period selected under this Section shall commence on the last day portion of the immediately preceding Interest Period. If the Borrower shall fail to select in a timely manner a new Interest Period for any outstanding principal amount of Base Rate Loans may not be converted into Reserve Adjusted Eurodollar Loans if such Base Rate Loan in accordance with this Section, Loans or portion thereof will mature within one month of such Loan will automatically, on the last day of the current Interest Period therefor, be continued as provided in Section 2.9(b)proposed conversion. Each such conversion or conversion/continuation shall be effected by the Borrower by giving the Administrative Agent at its Notice Office, the Agent's Office prior to 11:00 a.m., A.M. (New York time) at least three Business Days’ ' (or one on the same Business Day’s, Day in the case of a conversion into Base Rate Loans) prior written notice (or telephonic notice promptly confirmed in writing) (each a “Notice of Conversion"NOTICE OF CONVERSION/Continuation”) CONTINUATION"), specifying the Loans to be so convertedconverted or continued, the Type of Loans to into which such Loans will be converted into or continued, the proposed conversion/continuation date, and, if to be converted into a Borrowing of or continued as Reserve Adjusted Eurodollar Rate Loans, the Interest Period to be initially applicable thereto or, as the case may be, specifying the Loans to be so continued and the Interest Period applicable to such continuationthereto. The Administrative Agent shall give each Lender prompt Bank notice as promptly as practicable of any such proposed conversion or continuation affecting any of its Loans. Notwithstanding the foregoing or the provisions of Section 2.91.09, if a Default or an Event of Default is in existence at the time any Interest Period in respect of any Borrowing of Reserve Adjusted Eurodollar Rate Loans is to expire and the Administrative Agent or the Required Lenders have determined that a continuation of Eurodollar Rate Loans as such is not appropriateexpire, such Loans may not be continued as Reserve Adjusted Eurodollar Rate Loans but instead shall be automatically converted on the last day of such Interest Period into Base Rate Loans, unless the Administrative Agent shall otherwise elect. If no Notice of Conversion/Continuation has been duly delivered with respect to a Reserve Adjusted Eurodollar Loan on or before the third Business Day prior to the last day of the Interest Period applicable thereto, such Reserve Adjusted Eurodollar Loan shall be automatically converted into a Base Rate Loan.

Conversions/Continuations. So long as no Default or Event of Default is in existence, the Borrower The Borrowers shall have the option to convert (or continue), on any Business Day Day, all or a portion equal to at least equal to the applicable Minimum Borrowing Amount of the outstanding principal amount of the Revolving Loans owing made pursuant to a single Facility (other than under the Swingline Facility, with all Swingline one or more Borrowings of one or more Types of Revolving Loans to at all times be maintained as Base Rate Loans) into a Borrowing or Borrowings pursuant to such Facility of another Type of Revolving Loan (or to continue all or a portion of any Term SOFR Loan as a Term SOFR Loan); provided, provided that (ia) except as otherwise provided in Section 2.17 or Section 2.182.10(b), Eurodollar Rate Term SOFR Loans may be converted into Base Rate Loans (or continued as Term SOFR Loans with a new Interest Period) only on the last day of an Interest Period applicable thereto to the Revolving Loans being converted (or continued) and no such partial conversion of a Borrowing of Eurodollar Rate Term SOFR Loans shall reduce the outstanding principal amount of the Eurodollar Rate such Term SOFR Loans made pursuant to such a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (iib) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Rate Term SOFR Loans if no Default or Event of Default has occurred and is in existence continuing on the date of the conversion, and (iiic) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Rate Term SOFR Loans resulting from this than is permitted under Section 2.6 shall be limited in numbers as provided in Section 2.2. So long as no Default or Event of Default shall be in existence, the Borrower shall have the option to continue any Eurodollar Rate Loan as a Eurodollar Rate Loan by selecting a new Interest Period for such Eurodollar Rate Loan. Each new Interest Period selected under this Section shall commence on the last day of the immediately preceding Interest Period. If the Borrower shall fail to select in a timely manner a new Interest Period for any Eurodollar Rate Loan in accordance with this Section, such Loan will automatically, on the last day of the current Interest Period therefor, be continued as provided in Section 2.9(b)2.02. Each such conversion or continuation shall be effected by the Borrower Borrowers by the Company giving the Administrative Agent at its the Notice Office, Office prior to 11:00 a.m., 1:00 P.M. (New York City time) at least three Business Days’ (or one Business Day’s, i) in the case of a conversion conversions of Base Rate Loans into Term SOFR Loans (or continuations of Term SOFR Loans), three U.S. Government Securities Business Days’ prior notice and (ii) in the case of conversions of Term SOFR Loans into Base Rate Loans) , one Business Day’s prior written notice (or telephonic notice promptly confirmed in writing) (each each, a “Notice of Conversion/Continuation”) specifying ), in each case in the form of Exhibit A-2, appropriately completed to specify the Revolving Loans to be so convertedconverted (or continued), the Type of Borrowing or Borrowings pursuant to which such Revolving Loans to be converted into were incurred and, if to be converted into a Borrowing of Eurodollar Rate (or continued as) Term SOFR Loans, the Interest Period to be initially applicable thereto or, as the case may be, specifying the Loans to be so continued and the Interest Period applicable to such continuationthereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion or continuation affecting any of its Revolving Loans. Notwithstanding the foregoing or the provisions of Section 2.9, if a Default or an Event of Default is in existence at the time any Interest Period in respect of any Borrowing of Eurodollar Rate Loans is to expire and the The Administrative Agent does not warrant or accept responsibility for, nor shall it have any liability with respect to, administration, submission or any other matter related to any rate described in the Required Lenders have determined that a continuation definition of Eurodollar Rate Loans as such is not appropriate, such Loans may not be continued as Eurodollar Rate Loans but instead shall be automatically converted on the last day of such Interest Period into Base Rate LoansAdjusted Term SOFR.

Conversions/Continuations. So long as no Default or Event of Default is in existence, the The Borrower shall have the option to convert on any Business Day commencing on the earlier of receipt of the Agent's approval or 60 days after the Closing Date all or a portion at least equal to (which portion shall not be less than the applicable Minimum Borrowing Amount Amount) of the outstanding principal amount of the Loans owing by the Borrower pursuant to a single Portion of the Loan Facility (other than under the Swingline Facility, with all Swingline Loans to at all times be maintained as Base Rate Loans) into a Borrowing or Borrowings pursuant to such Facility Portion of another Type of Loan, or to continue all or a portion of such Borrowings as the same Type of Loan; provided that (i) except as otherwise provided in Section 2.17 or Section 2.181.10(b), Reserve Adjusted Eurodollar Rate Loans may be converted into Base Rate Loans or continued as Reserve Adjusted Eurodollar Loans only on the last day of an Interest Period applicable thereto and to such Reserve Adjusted Eurodollar Loans, (ii) no such partial conversion of a Borrowing of Reserve Adjusted Eurodollar Rate Loans shall reduce the outstanding principal amount of Reserve Adjusted Eurodollar Loans under the Eurodollar Rate Loans Loan Facility (or Portion thereof) made pursuant to such a single Borrowing to less than the Minimum Borrowing Amount applicable theretoAmount, (iiiii) Base Rate Loans one Type of Loan may only be continued as or converted into Reserve Adjusted Eurodollar Rate Loans if no Default or Event of Default is in existence on the date of the conversion, and (iiiiv) Borrowings of Eurodollar Rate Loans resulting from conversions or continuations pursuant to this Section 2.6 1.06 shall be limited in numbers amount and number as provided in Section 2.2. So long as no Default Sec- tion 1.02 and (v) all or Event of Default shall be in existence, the Borrower shall have the option to continue any Eurodollar Rate Loan as a Eurodollar Rate Loan by selecting a new Interest Period for such Eurodollar Rate Loan. Each new Interest Period selected under this Section shall commence on the last day portion of the immediately preceding Interest Period. If the Borrower shall fail to select in a timely manner a new Interest Period for any outstanding principal amount of Base Rate Loans may not be converted into Reserve Adjusted Eurodollar Loans if such Base Rate Loan in accordance with this Section, Loans or portions thereof will mature within 30 days of such Loan will automatically, on the last day of the current Interest Period therefor, be continued as provided in Section 2.9(b)proposed conversion. Each such conversion (or continuation continuation) shall be effected by the Borrower by giving the Administrative Agent at its Notice Office, the Agent's Office prior to 11:00 a.m., 10:00 A.M. (New York time) at least three Business Days’ ' (or one Business Day’s, Day in the case of a conversion into Base Rate Loans) prior written notice (or telephonic notice promptly confirmed in writing) (each a “"Notice of Conversion/Continuation”") specifying the Loans to be so convertedconverted or continued, the Type of Loans to be converted into or continued and, if to be converted into a Borrowing of or continued as Reserve Adjusted Eurodollar Rate Loans, the Interest Period to be initially applicable thereto or, as the case may be, specifying the Loans to be so continued and the Interest Period applicable to such continuationthereto. The Administrative Agent shall give each Lender prompt Bank notice as promptly as practicable of any such proposed conversion or continuation affecting any of its Loans. Notwithstanding the foregoing or the provisions of Section 2.9Sec- tion 1.09, if a Default or an Event of Default is in existence at on the time last day of any Interest Period in respect of any Borrowing of Reserve Adjusted Eurodollar Rate Loans is to expire and the Administrative Agent or the Required Lenders have determined that a continuation of Eurodollar Rate Loans as such is not appropriateLoans, such Loans may not be continued as Reserve Adjusted Eurodollar Rate Loans but instead shall be automatically converted on the last day of such Interest Period into Base Rate Loans. If no Notice of Conversion/Continuation has been duly delivered with respect to a Reserve Adjusted Eurodollar Loan on or before the third Business Day prior to the last day of the Interest Period applicable thereto, such Reserve Adjusted Eurodollar Loan shall be automatically converted into a Base Rate Loan.

Conversions/Continuations. So long as no Default or Event of Default is in existence, the The Borrower shall have the option -------------------------- to convert on any Business Day commencing on the earlier of receipt of the Agent's approval or 60 days after the Closing Date all or a portion at least equal to (which portion shall not be less than the applicable Minimum Borrowing Amount Amount) of the outstanding principal amount of the Loans owing by the Borrower pursuant to a single Portion of the Loan Facility (other than under the Swingline Facility, with all Swingline Loans to at all times be maintained as Base Rate Loans) into a Borrowing or Borrowings pursuant to such Facility Portion of another Type of Loan, or to continue all or a portion of such Borrowings as the same Type of Loan; provided that (i) except as otherwise provided in Section 2.17 or Section 2.18-------- 1.10(b), Reserve Adjusted Eurodollar Rate Loans may be converted into Base Rate Loans or continued as Reserve Adjusted Eurodollar Loans only on the last day of an Interest Period applicable thereto and ap- plicable to such Reserve Adjusted Eurodollar Loans, (ii) no such partial conversion of a Borrowing of Reserve Adjusted Eurodollar Rate Loans shall reduce the outstanding principal amount of Reserve Adjusted Eurodollar Loans under the Eurodollar Rate Loans Loan Facility (or Portion thereof) made pursuant to such a single Borrowing to less than the Minimum Borrowing Amount applicable theretoAmount, (iiiii) Base Rate Loans one Type of Loan may only be continued as or converted into Reserve Adjusted Eurodollar Rate Loans if no Default or Event of Default is in existence on the date of the conversion, and (iiiiv) Borrowings of Eurodollar Rate Loans resulting from conversions or continuations pursuant to this Section 2.6 1.06 shall be limited in numbers amount and number as provided in Section 2.2. So long as no Default 1.02 and (v) all or Event of Default shall be in existence, the Borrower shall have the option to continue any Eurodollar Rate Loan as a Eurodollar Rate Loan by selecting a new Interest Period for such Eurodollar Rate Loan. Each new Interest Period selected under this Section shall commence on the last day portion of the immediately preceding Interest Period. If the Borrower shall fail to select in a timely manner a new Interest Period for any outstanding principal amount of Base Rate Loans may not be converted into Reserve Adjusted Eurodollar Loans if such Base Rate Loan in accordance with this Section, Loans or portions thereof will mature within 30 days of such Loan will automatically, on the last day of the current Interest Period therefor, be continued as provided in Section 2.9(b)proposed conversion. Each such conversion (or continuation continuation) shall be effected by the Borrower by giving the Administrative Agent at its Notice Office, the Agent's Office prior to 11:00 a.m., 10:00 A.M. (New York time) at least three Business Days’ ' (or one Business Day’s, Day in the case of a conversion into Base Rate Loans) prior written notice (or telephonic notice promptly confirmed in writing) (each a “"Notice of Conversion/Continuation”") specifying the Loans to be so convertedconverted or continued, the Type of Loans to be converted into or continued and, if to be converted into a Borrowing of or continued as Reserve Adjusted Eurodollar Rate Loans, the Interest Period to be initially applicable thereto or, as the case may be, specifying the Loans to be so continued and the Interest Period applicable to such continuationthereto. The Administrative Agent shall give each Lender prompt Bank notice as promptly as practicable of any such proposed conversion or continuation affecting any of its Loans. Notwithstanding the foregoing or the provisions of Section 2.91.09, if a Default or an Event of Default is in existence at on the time last day of any Interest Period in respect of any Borrowing of Reserve Adjusted Eurodollar Rate Loans is to expire and the Administrative Agent or the Required Lenders have determined that a continuation of Eurodollar Rate Loans as such is not appropriateLoans, such Loans may not be continued as Reserve Adjusted Eurodollar Rate Loans but instead shall be automatically converted on the last day of such Interest Period into Base Rate Loans. If no Notice of Conversion/Continuation has been duly delivered with respect to a Reserve Adjusted Eurodollar Loan on or before the third Business Day prior to the last day of the Interest Period applicable thereto, such Reserve Adjusted Eurodollar Loan shall be automatically converted into a Base Rate Loan.

Conversions/Continuations. So long as no Default or Event of Default is in existence, the The Borrower shall have the option to convert (or continue), on any Business Day Day, all or a portion equal to at least equal to the applicable Minimum Borrowing Amount of the outstanding principal amount of the Term Loans owing made pursuant to a single Facility (other than under the Swingline Facility, with all Swingline one or more Borrowings of one or more Types of Term Loans to at all times be maintained as Base Rate Loans) into a Borrowing or Borrowings pursuant to such Facility of another Type of Term Loan (or to continue all or a portion of any SOFR Loan as a SOFR Loan); provided, provided that (i) except as otherwise provided in Section 2.17 or Section 2.182.10(b), Eurodollar Rate SOFR Loans may be converted into Base Rate Loans (or continued as SOFR Loans with a new Interest Period) only on the last day of an Interest Period applicable thereto to the Term Loans being converted (or continued) and no such partial conversion of a Borrowing of Eurodollar Rate Loans shall reduce the outstanding principal amount of the Eurodollar Rate such SOFR Loans made pursuant to such a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (iib) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Rate SOFR Loans if no Default or Event of Default has occurred and is in existence continuing on the date of the conversion, and (iiic) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Rate SOFR Loans resulting from this than is permitted under Section 2.6 shall be limited in numbers as provided in Section 2.2. So long as no Default or Event of Default shall be in existence, the Borrower shall have the option to continue any Eurodollar Rate Loan as a Eurodollar Rate Loan by selecting a new Interest Period for such Eurodollar Rate Loan. Each new Interest Period selected under this Section shall commence on the last day of the immediately preceding Interest Period. If the Borrower shall fail to select in a timely manner a new Interest Period for any Eurodollar Rate Loan in accordance with this Section, such Loan will automatically, on the last day of the current Interest Period therefor, be continued as provided in Section 2.9(b)2.02. Each such conversion or continuation shall be effected by the Borrower by giving the Administrative Agent at its the Notice Office, Office prior to 11:00 a.m., 2:30 P.M. (New York City time) at least three Business Days’ (or one Business Day’s, i) in the case of a conversion conversions of Base Rate Loans into SOFR Loans (or continuations of SOFR Loans), three (3) Business Days’ prior notice and (ii) in the case of conversions of SOFR Loans into Base Rate Loans, one (1) Business Day’s prior written notice (or telephonic notice promptly confirmed in writing) (each each, a “Notice of Conversion/Continuation”) specifying ), in each case in the form of Exhibit A-2, appropriately completed to specify the Term Loans to be so convertedconverted (or continued), the Type of Borrowing or Borrowings pursuant to which such Term Loans to be converted into were incurred and, if to be converted into a Borrowing of Eurodollar Rate (or continued as) SOFR Loans, the Interest Period to be initially applicable thereto or, as the case may be, specifying the Loans to be so continued and the Interest Period applicable to such continuationthereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion or continuation affecting any of its Loans. Notwithstanding the foregoing or the provisions of Section 2.9, if a Default or an Event of Default is in existence at the time any Interest Period in respect of any Borrowing of Eurodollar Rate Loans is to expire and the Administrative Agent or the Required Lenders have determined that a continuation of Eurodollar Rate Loans as such is not appropriate, such Loans may not be continued as Eurodollar Rate Loans but instead shall be automatically converted on the last day of such Interest Period into Base Rate Term Loans.

Conversions/Continuations. So long as no Default or Event of Default is in existence, the Borrower The Borrowers shall have the option to convert (or continue), on any Business Day Day, all or a portion equal to at least equal to the applicable Minimum Borrowing Amount of the outstanding principal amount of the Revolving Loans owing made pursuant to a single Facility (other than under the Swingline Facility, with all Swingline one or more Borrowings of one or more Types of Revolving Loans to at all times be maintained as Base Rate Loans) into a Borrowing or Borrowings pursuant to such Facility of another Type of Revolving Loan (or to continue all or a portion of any LIBORTerm SOFR Loan as a LIBORTerm SOFR Loan); provided, provided that (ia) except as otherwise provided in Section 2.17 or Section 2.182.10(b), Eurodollar Rate LIBORTerm SOFR Loans may be converted into Base Rate Loans (or continued as LIBORTerm SOFR Loans with a new Interest Period) only on the last day of an Interest Period applicable thereto to the Revolving Loans being converted (or continued) and no such partial conversion of a Borrowing of Eurodollar Rate LIBORTerm SOFR Loans shall reduce the outstanding principal amount of the Eurodollar Rate such LIBORTerm SOFR Loans made pursuant to such a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (iib) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Rate LIBORTerm SOFR Loans if no Default or Event of Default has occurred and is in existence continuing on the date of the conversion, and (iiic) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Rate LIBORTerm SOFR Loans resulting from this than is permitted under Section 2.6 shall be limited in numbers as provided in Section 2.2. So long as no Default or Event of Default shall be in existence, the Borrower shall have the option to continue any Eurodollar Rate Loan as a Eurodollar Rate Loan by selecting a new Interest Period for such Eurodollar Rate Loan. Each new Interest Period selected under this Section shall commence on the last day of the immediately preceding Interest Period. If the Borrower shall fail to select in a timely manner a new Interest Period for any Eurodollar Rate Loan in accordance with this Section, such Loan will automatically, on the last day of the current Interest Period therefor, be continued as provided in Section 2.9(b)2.02. Each such conversion or continuation shall be effected by the Borrower Borrowers by the Company giving the Administrative Agent at its the Notice Office, Office prior to 11:00 a.m., 1:00 P.M. (New York City time) at least three Business Days’ (or one Business Day’s, i) in the case of a conversion conversions of Base Rate Loans into LIBORTerm SOFR Loans (or continuations of LIBORTerm SOFR Loans), three U.S. Government Securities Business Days’ prior notice and (ii) in the case of conversions of LIBORTerm SOFR Loans into Base Rate Loans) , one Business Day’s prior written notice (or telephonic notice promptly confirmed in writing) (each each, a “Notice of Conversion/Continuation”) specifying ), in each case in the form of Exhibit A-2, appropriately completed to specify the Revolving Loans to be so convertedconverted (or continued), the Type of Borrowing or Borrowings pursuant to which such Revolving Loans to be converted into were incurred and, if to be converted into a Borrowing of Eurodollar Rate (or continued as) LIBORTerm SOFR Loans, the Interest Period to be initially applicable thereto or, as the case may be, specifying the Loans to be so continued and the Interest Period applicable to such continuationthereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion or continuation affecting any of its Revolving Loans. Notwithstanding the foregoing or the provisions of Section 2.9, if a Default or an Event of Default is in existence at the time any Interest Period in respect of any Borrowing of Eurodollar Rate Loans is to expire and the The Administrative Agent does not warrant or accept responsibility for, nor shall it have any liability with respect to, administration, submission or any other matter related to any rate described in the Required Lenders have determined that a continuation definition of Eurodollar Rate Loans as such is not appropriate, such Loans may not be continued as Eurodollar Rate Loans but instead shall be automatically converted on the last day of such Interest Period into Base Rate LoansAdjusted Term SOFR.

Conversions/Continuations. So long as no Default or Event of Default is in existence, the The Borrower shall have the option to convert (or continue), on any Business Day Day, all or a portion equal to at least equal to the applicable Minimum Borrowing Amount of the outstanding principal amount of the Term Loans owing made pursuant to a single Facility (other than under the Swingline Facility, with all Swingline one or more Borrowings of one or more Types of Term Loans to at all times be maintained as Base Rate Loans) into a Borrowing or Borrowings pursuant to such Facility of another Type of Term Loan (or to continue all or a portion of any LIBOR Loan as a LIBOR Loan); provided, provided that (i) except as otherwise provided in Section 2.17 or Section 2.182.10(b), Eurodollar Rate LIBOR Loans may be converted into Base Rate Loans (or continued as LIBOR Loans with a new Interest Period) only on the last day of an Interest Period applicable thereto to the Term Loans being converted (or continued) and no such partial conversion of a Borrowing of Eurodollar Rate Loans shall reduce the outstanding principal amount of the Eurodollar Rate such LIBOR Loans made pursuant to such a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (iib) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Rate LIBOR Loans if no Default or Event of Default has occurred and is in existence continuing on the date of the conversion, and (iiic) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Rate LIBOR Loans resulting from this than is permitted under Section 2.6 shall be limited in numbers as provided in Section 2.2. So long as no Default or Event of Default shall be in existence, the Borrower shall have the option to continue any Eurodollar Rate Loan as a Eurodollar Rate Loan by selecting a new Interest Period for such Eurodollar Rate Loan. Each new Interest Period selected under this Section shall commence on the last day of the immediately preceding Interest Period. If the Borrower shall fail to select in a timely manner a new Interest Period for any Eurodollar Rate Loan in accordance with this Section, such Loan will automatically, on the last day of the current Interest Period therefor, be continued as provided in Section 2.9(b)2.02. Each such conversion or continuation shall be effected by the Borrower by giving the Administrative Agent at its the Notice Office, Office prior to 11:00 a.m., 2:30 P.M. (New York City time) at least (i) in the case of conversions of Base Rate Loans into LIBOR Loans (or continuations of LIBOR Loans), three Business Days’ prior notice; provided, however, that if the Borrower wishes to request LIBOR Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the Borrower must be received by the Administrative Agent not later than 1:00 p.m. (New York City time) four (4) Business Days prior to the requested date of such conversion or one continuation, whereupon the Administrative Agent shall give prompt notice to the Lenders of such request and determine whether the requested Interest Period is acceptable to them and (B) not later than 1:00 p.m. (New York City time) three (3) Business Day’sDays before the requested date of such conversion or continuation, the Administrative Agent shall notify the Borrower whether or not the requested Interest Period is available to the Lenders and (ii) in the case of a conversion conversions of LIBOR Loans into Base Rate Loans) , one Business Day’s prior written notice (or telephonic notice promptly confirmed in writing) (each each, a “Notice of Conversion/Continuation”) specifying ), in each case in the form of Exhibit A-2, appropriately completed to specify the Term Loans to be so convertedconverted (or continued), the Type of Borrowing or Borrowings pursuant to which such Term Loans to be converted into were incurred and, if to be converted into a Borrowing of Eurodollar Rate (or continued as) LIBOR Loans, the Interest Period to be initially applicable thereto or, as the case may be, specifying the Loans to be so continued and the Interest Period applicable to such continuationthereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion or continuation affecting any of its Loans. Notwithstanding the foregoing or the provisions of Section 2.9, if a Default or an Event of Default is in existence at the time any Interest Period in respect of any Borrowing of Eurodollar Rate Loans is to expire and the Administrative Agent or the Required Lenders have determined that a continuation of Eurodollar Rate Loans as such is not appropriate, such Loans may not be continued as Eurodollar Rate Loans but instead shall be automatically converted on the last day of such Interest Period into Base Rate Term Loans.

Conversions/Continuations. So long as no Default or Event of Default is in existence, the Borrower shall have the option to convert on any Business Day all or a portion at least equal to the applicable Minimum Borrowing Amount of the outstanding principal amount of the Loans owing pursuant to a single Facility (other than under the Swingline Facility, with all Swingline Loans to at all times be maintained as Base Rate Loans) into a Borrowing or Borrowings pursuant to such Facility of another Type of Loan, ; provided that (i) except as otherwise provided in Section 2.17 or Section 2.18, Eurodollar Rate Adjusted Term SOFR Loans may be converted into Base Rate Loans or Index Rate Loans only on the last day of an Interest Period applicable thereto and no partial conversion of a Borrowing of Eurodollar Rate Adjusted Term SOFR Loans shall reduce the outstanding principal amount of the Eurodollar Rate Adjusted Term SOFR Loans made pursuant to such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) Base Rate Loans and Index Rate Loans may only be converted into Eurodollar Rate Adjusted Term SOFR Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) Borrowings of Eurodollar Rate Adjusted Term SOFR Loans resulting from this Section 2.6 shall be limited in numbers as provided in Section 2.2. So long as no Default or Event of Default shall be in existence, the Borrower shall have the option to continue any Eurodollar Rate Adjusted Term SOFR Loan as a Eurodollar Rate an Adjusted Term SOFR Loan by selecting a new Interest Period for such Eurodollar Rate Adjusted Term SOFR Loan. Each new Interest Period selected under this Section shall commence on the last day of the immediately preceding Interest Period. If the Borrower shall fail to select in a timely manner a new Interest Period for any Eurodollar Rate Adjusted Term SOFR Loan in accordance with this Section, such Loan will automatically, on the last day of the current Interest Period therefor, be continued as provided in Section 2.9(b). So long as no Default or Event of Default shall be in existence, unless the Borrower exercises its option to convert all or a portion of the outstanding Index Rate Loans, Index Rate Loans shall automatically continue as Index Rate Loans at the end of each calendar month. Each such conversion or continuation shall be effected by the Borrower giving the Administrative Agent at its Notice Office, prior to 11:00 a.m., at least three (3) U.S. Government Securities Business Days’ (or one Business Day’s, in the case of a conversion into Base Rate Loans or Index Rate Loans) prior written notice (or telephonic notice promptly confirmed in writing) (each a “Notice of Conversion/Continuation”) specifying the Loans to be so converted, the Type of Loans to be converted into and, if to be converted into a Borrowing of Eurodollar Rate Adjusted Term SOFR Loans, the Interest Period to be initially applicable thereto or, as the case may be, specifying the Loans to be so continued and the Interest Period applicable to such continuation. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion or continuation affecting any of its Loans. Notwithstanding the foregoing or the provisions of Section 2.9, if a Default or an Event of Default is in existence at the time any Interest Period in respect of any Borrowing of Eurodollar Rate Adjusted Term SOFR Loans is to expire and the Administrative Agent or the Required Lenders have determined that a continuation of Eurodollar Rate Adjusted Term SOFR Loans as such is not appropriate, such Loans may not be continued as Eurodollar Rate Adjusted Term SOFR Loans but instead shall be automatically converted on the last day of such Interest Period into Base Rate Loans.

Conversions/Continuations. So long as no Default or Event of Default is in existence, the Each Borrower shall have the option to convert convert, on any Business Day Day, all or a portion equal to at least equal to the applicable Minimum Borrowing Amount of the outstanding principal amount of the Bridge Loans owing made pursuant to a single Facility (other than under the Swingline Facility, with all Swingline one or more Borrowings of one or more Types of Bridge Loans to at all times be maintained as Base Rate Loans) into a Borrowing or Borrowings pursuant to such Facility of another Type of Bridge Loan, provided that that, (i) except as otherwise provided in Section 2.17 or Section 2.182.10(b), Eurodollar Rate LIBOR Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable thereto to the Bridge Loans being converted and no such partial conversion of a Borrowing of Eurodollar Rate LIBOR Loans shall reduce the outstanding principal amount of the Eurodollar Rate such LIBOR Loans made pursuant to such a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only not be converted into Eurodollar Rate LIBOR Loans if no a Default or Event of Default is in existence on the date of the conversion, conversion and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Rate LIBOR Loans resulting from this than is permitted under Section 2.6 shall be limited in numbers as provided in Section 2.2. So long as no Default or Event of Default shall be in existence, the Borrower shall have the option to continue any Eurodollar Rate Loan as a Eurodollar Rate Loan by selecting a new Interest Period for such Eurodollar Rate Loan. Each new Interest Period selected under this Section shall commence on the last day of the immediately preceding Interest Period. If the Borrower shall fail to select in a timely manner a new Interest Period for any Eurodollar Rate Loan in accordance with this Section, such Loan will automatically, on the last day of the current Interest Period therefor, be continued as provided in Section 2.9(b)2.02. Each such conversion or continuation shall be effected by the a Borrower by giving the Administrative Agent at its the Notice Office, Office prior to 11:00 a.m., 1:00 p.m. EST at least (x) in the case of conversions of Base Rate Loans into LIBOR Loans, three Business Days’ prior notice and (or one Business Day’s, y) in the case of a conversion conversions of LIBOR Loans into Base Rate Loans) , one Business Day’s prior written notice (or telephonic notice promptly confirmed in writing) (each each, a “Notice of Conversion/Continuation”) specifying ), in each case in the form of Exhibit A-2 hereto, appropriately completed to specify the Bridge Loans to be so converted, the Type of Borrowing or Borrowings pursuant to which such Bridge Loans to be converted into were incurred and, if to be converted into a Borrowing of Eurodollar Rate LIBOR Loans, the Interest Period to be initially applicable thereto or, as the case may be, specifying the Loans to be so continued and the Interest Period applicable to such continuationthereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion or continuation affecting any of its Loans. Notwithstanding the foregoing or the provisions of Section 2.9, if a Default or an Event of Default is in existence at the time any Interest Period in respect of any Borrowing of Eurodollar Rate Loans is to expire and the Administrative Agent or the Required Lenders have determined that a continuation of Eurodollar Rate Loans as such is not appropriate, such Loans may not be continued as Eurodollar Rate Loans but instead shall be automatically converted on the last day of such Interest Period into Base Rate Bridge Loans.

Conversions/Continuations. So long as no Default or Event of Default is in existence, the Borrower shall have the option to convert on any Business Day all or a portion at least equal to the applicable Minimum Borrowing Amount of the outstanding principal amount of the Loans owing pursuant to a single Facility (other than under the Swingline Facility, with all Swingline Loans to at all times be maintained as Base Rate Loans) into a Borrowing or Borrowings pursuant to such Facility of another Type of Loan, provided that (i) except as otherwise provided in Section 2.17 or Section 2.182.10(b), Eurodollar Rate Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable thereto and no partial conversion of a Borrowing of Eurodollar Rate Loans shall reduce the outstanding principal amount of the Eurodollar Rate Loans made pursuant to such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) Base Rate Loans may only be converted into Eurodollar Rate Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) Borrowings of Eurodollar Rate Loans resulting from this Section 2.6 shall be limited in numbers as provided in Section 2.2. So long as no Default or Event of Default shall be in existence, the Borrower shall have the option to continue any Eurodollar Rate Loan as a Eurodollar Rate Loan by selecting a new Interest Period for such Eurodollar Rate Loan. Each new Interest Period selected under this Section shall commence on the last day of the immediately preceding Interest Period. If the Borrower shall fail to select in a timely manner a new Interest Period for any Eurodollar Rate Loan in accordance with this Section, such Loan will automatically, on the last day of the current Interest Period therefor, be continued as provided in Section 2.9(b). Each such conversion or continuation shall be effected by the Borrower giving the Administrative Agent at its Notice Office, prior to 11:00 a.m., at least three Business Days’ (or one Business Day’s, in the case of a conversion into Base Rate Loans) prior written notice (or telephonic notice promptly confirmed in writing) (each a “Notice of Conversion/Continuation”) specifying the Loans to be so converted, the Type of Loans to be converted into and, if to be converted into a Borrowing of Eurodollar Rate Loans, the Interest Period to be initially applicable thereto or, as the case may be, specifying the Loans to be so continued and the Interest Period applicable to such continuation. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion or continuation affecting any of its Loans. Notwithstanding the foregoing or the provisions of Section 2.9, if a Default or an Event of Default is in existence at the time any Interest Period in respect of any Borrowing of Eurodollar Rate Loans is to expire and the Administrative Agent or the Required Lenders have determined that a continuation of Eurodollar Rate Loans as such is not appropriate, such Loans may not be continued as Eurodollar Rate Loans but instead shall be automatically converted on the last day of such Interest Period into Base Rate Loans.

Conversions/Continuations. So long as no Default or Event of Default is in existence, the The Borrower shall have the option to convert on any Business Day commencing on the earlier of receipt of the Agent's approval or 60 days after the Closing Date all or a portion at least equal to (which portion shall not be less than the applicable Minimum Borrowing Amount Amount) of the outstanding principal amount of the Loans owing by the Borrower pursuant to a single Portion of the Loan Facility (other than under the Swingline Facility, with all Swingline Loans to at all times be maintained as Base Rate Loans) into a Borrowing or Borrowings pursuant to such Facility Portion of another Type of Loan, or to continue all or a portion of such Borrowings as the same Type of Loan; provided that (i) except as otherwise provided in Section 2.17 or Section 2.181.10(b), Reserve Adjusted Eurodollar Rate Loans may be converted into Base Rate Loans or continued as Reserve Adjusted Eurodollar Loans only on the last day of an Interest Period applicable thereto and to such Reserve Adjusted Eurodollar Loans, (ii) no such partial conversion of a Borrowing of Reserve Adjusted Eurodollar Rate Loans shall reduce the outstanding principal amount of Reserve Adjusted Eurodollar Loans under the Eurodollar Rate Loans Loan Facility (or Portion thereof) made pursuant to such a single Borrowing to less than the Minimum Borrowing Amount applicable theretoAmount, (iiiii) Base Rate Loans one Type of Loan may only be continued as or converted into Reserve Adjusted Eurodollar Rate Loans if DRAFT: March 21, 1997 H:\WPCDOCS\1186\141151 no Default or Event of Default is in existence on the date of the conversion, and (iiiiv) Borrowings of Eurodollar Rate Loans resulting from conversions or continuations pursuant to this Section 2.6 1.06 shall be limited in numbers amount and number as provided in Section 2.2. So long as no Default 1.02 and (v) all or Event of Default shall be in existence, the Borrower shall have the option to continue any Eurodollar Rate Loan as a Eurodollar Rate Loan by selecting a new Interest Period for such Eurodollar Rate Loan. Each new Interest Period selected under this Section shall commence on the last day portion of the immediately preceding Interest Period. If the Borrower shall fail to select in a timely manner a new Interest Period for any outstanding principal amount of Base Rate Loans may not be converted into Reserve Adjusted Eurodollar Loans if such Base Rate Loan in accordance with this Section, Loans or portions thereof will mature within 30 days of such Loan will automatically, on the last day of the current Interest Period therefor, be continued as provided in Section 2.9(b)proposed conversion. Each such conversion (or continuation continuation) shall be effected by the Borrower by giving the Administrative Agent at its Notice Office, the Agent's Office prior to 11:00 a.m., 10:00 A.M. (New York time) at least three Business Days’ ' (or one Business Day’s, Day in the case of a conversion into Base Rate Loans) prior written notice (or telephonic notice promptly confirmed in writing) (each a “"Notice of Conversion/Continuation”") specifying the Loans to be so convertedconverted or continued, the Type of Loans to be converted into or continued and, if to be converted into a Borrowing of or continued as Reserve Adjusted Eurodollar Rate Loans, the Interest Period to be initially applicable thereto or, as the case may be, specifying the Loans to be so continued and the Interest Period applicable to such continuationthereto. The Administrative Agent shall give each Lender prompt Bank notice as promptly as practicable of any such proposed conversion or continuation affecting any of its Loans. Notwithstanding the foregoing or the provisions of Section 2.91.09, if a Default or an Event of Default is in existence at on the time last day of any Interest Period in respect of any Borrowing of Reserve Adjusted Eurodollar Rate Loans is to expire and the Administrative Agent or the Required Lenders have determined that a continuation of Eurodollar Rate Loans as such is not appropriateLoans, such Loans may not be continued as Reserve Adjusted Eurodollar Rate Loans but instead shall be automatically converted on the last day of such Interest Period into Base Rate Loans. If no Notice of Conversion/Continuation has been duly delivered with respect to a Reserve Adjusted Eurodollar Loan on or before the third Business Day prior to the last day of the Interest Period applicable thereto, such Reserve Adjusted Eurodollar Loan shall be automatically converted into a Base Rate Loan.