Common use of Conversions Clause in Contracts

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans into a Borrowing of another Type of Loan, provided that, (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower Company shall have the option to convert, convert on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of the Loans (other than Swingline Loans which may not be converted pursuant made to this Section 2.06) made the Company pursuant to one or more Borrowings of one or more Types of Loans into a Borrowing or Borrowings of another Type of Loan, ; provided that, that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Eurodollar Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the applicable Minimum Borrowing Amount applicable theretoAmount, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only not be converted into Eurodollar Loans if no any Default or Event of Default is in existence on the date of the conversion, conversion (unless the Administrative Agent and the Required Lenders otherwise agree) and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion (other than automatic conversions pursuant to the last paragraph of Section 2.09) shall be effected by the Borrower by Company giving the Administrative Agent at the its Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior written notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ) specifying the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred made, the date of such conversion (which shall be a Business Day) and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Each Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Dollar Denominated Loans (other than Swingline Loans, which shall at all times be maintained as Base Rate Loans which or Canadian Prime Rate Loans, as the case may not be converted pursuant to this Section 2.06be) made pursuant to one or more Borrowings of one or more Types of Dollar Denominated Loans into a Borrowing of another Type of Dollar Denominated Loan, provided that, that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans and B/A Equivalent Loans may be converted into Canadian Prime Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans or B/A Equivalent Loans shall reduce the outstanding principal amount of such Eurodollar Loans or B/A Equivalent Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Revolving Loans maintained as Base Rate Loans may only not be converted into Eurodollar Loans and Canadian Prime Rate Loans may not be converted into B/A Equivalent Loans if no Default or any Event of Default is in existence on the date of the conversionconversion and the Administrative Agent, at the request of the Required Lenders, so notifies the relevant Borrower, and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans or B/A Equivalent Loans than is permitted under Section 2.02. Each such conversion shall be effected by the respective Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. p.m. (New York City time) at least three (x3) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case ) in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Eurodollar Loans or B/A Equivalent Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans. Upon any such conversion the proceeds thereof will be deemed to be applied directly on the day of such conversion to prepay the outstanding principal amount of the Loans being converted.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing (of the same Tranche) of another Type of Loan, provided that, (i) except as otherwise provided in Section 2.10(b)2.11(b) or unless the Borrower complies with the provisions of Section 2.12, Eurodollar LIBOR Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar LIBOR Loans shall reduce the outstanding principal amount of such Eurodollar LIBOR Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless upon notice to the Borrower from the Administrative Agent given at the request of the Required Lenders otherwise agreeLenders, after the occurrence and during the continuance of a Significant Event of Default, Base Rate Loans may only not be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversionLIBOR Loans, and (iii) no conversion pursuant to this Section 2.06 2.07 shall result in a greater number of Borrowings of Eurodollar LIBOR Loans than is permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 1:00 p.m. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar LIBOR Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar LIBOR Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case substantially in the form of Exhibit A-2H, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate LIBOR Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans. With respect to Revolving Loans, each reference to the Administrative Agent in this clause shall also be deemed to be a reference to the Revolving Agent.

Conversions. The Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following occurring on or after the Initial Borrowing Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of the Loans (other than Swingline Loans which may not be converted owing by the Borrower pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans a single Facility into a Borrowing or Borrowings of another Type of LoanLoan under such Facility; provided, provided that, that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders Banks otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no 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 Loans than is permitted under resulting from this Section 2.021.06 shall be limited in number as provided in Section 1.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office Office, prior to 2:00 P.M. 11:00 A.M. (New York City time) ), at least three Business Days' (x) or one Business Day's in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (or telephonic notice promptly confirmed in writing) (each, a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings pursuant Type of Loans to which such Loans were incurred be converted into and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Revolving Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Revolving Loans into a Borrowing of another Type of Revolving Loan, provided that, that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Revolving Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders specifically otherwise agreeagree in writing, Base Rate Loans may only be converted into Eurodollar Loans if no Specified 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 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s ' prior notice (each, each a “"Notice of Conversion/Continuation”), in each case ") in the form of Exhibit A-2, appropriately completed to specify the Revolving Loans to be so converted, the Borrowing or Borrowings pursuant to which such Revolving Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loansconversion.

Conversions. The Each Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Revolving Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Revolving Loans into a Borrowing of another Type of Revolving Loan; provided, provided that, (ia) except as otherwise provided in Section 2.10(b), Eurodollar LIBOR Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Revolving Loans being converted and no such partial conversion of Eurodollar LIBOR Loans shall reduce the outstanding principal amount of such Eurodollar LIBOR Loans made pursuant to 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 LIBOR Loans if no Default or Event of Default is in existence 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 LIBOR Loans than is permitted under Section 2.02. Each such conversion shall be effected by the respective Borrower by giving the Administrative Agent at the Notice Office notice thereof, which notice must be received by the Administrative Agent prior to 2:00 1:00 P.M. (New York City time) at least (xi) in the case of conversions of Base Rate Loans into Eurodollar LIBOR Loans, three Business Days’ prior notice and (yii) in the case of conversions of Eurodollar LIBOR Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the Revolving Loans to be so converted, the Borrowing or Borrowings pursuant to which such Revolving Loans were incurred and, if to be converted into Euro Rate LIBOR Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Revolving Loans.

Conversions. The Each Borrower shall have the option to convert, on any Business Day beginning three Business Days following occurring after the Initial Borrowing Amendment No. 4 Effective Date, all or a portion equal to at least the Minimum Borrowing Amount $5,000,000 (and, if greater, in an integral multiple of $500,000) of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant made to this Section 2.06) made such Borrower pursuant to one or more Borrowings of one or more Types of Loans under a single Tranche into a Borrowing or Borrowings of another Type of LoanLoan under such Tranche, provided that, that (i) except as otherwise provided in Section 2.10(b)1.09(b) or unless the respective Borrower pays all amounts owing pursuant to Section 1.10 concurrently with any such conversion, Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Eurodollar Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto$5,000,000, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no 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 1.05 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02. Each such conversion shall be effected by the applicable Borrower by giving the Administrative Agent at the its Notice Office prior to 2:00 P.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case ) in the form of Exhibit A-2, appropriately completed to specify the Loans of such Borrower to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each applicable Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans Loans, which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing (of the same Tranche) of another Type of Loan, provided that, (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 11:00 A.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2A-2 or another form acceptable to the Administrative Agent, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The (a) Each Borrower shall have the option to convert, on any Business Day beginning three Business Days following occurring on or after the Initial Borrowing Effective Date, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Dollar Loans (other than Swingline Loans which or Canadian Term Loans, as the case may not be converted pursuant be, made to this Section 2.06) made such Borrower pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Dollar Loans or Types of Canadian Term Loans, as the case may be, into a Borrowing (of the same Tranche) of another Type of Dollar Loan or Canadian Term Loan, as the case may be, provided that, that (i) except as otherwise provided in Section 2.10(bSections 2.10(a) and 2.10(c), (x) Eurodollar Loans may be converted into Base Rate Loans and (y) CDOR Rate Loans may be converted into Canadian Prime Rate Loans, in each case, only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans or CDOR Rate Loans, as the case may be, shall reduce the outstanding principal amount of such Eurodollar Loans or CDOR Rate Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, (x) Base Rate Loans may only be converted into Eurodollar Loans and (y) Canadian Prime Rate Loans may only be converted into CDOR Rate Loans, in each case, if no Specified Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 2.06(a) shall result in a greater number of Borrowings of Eurodollar Euro Rate Loans and CDOR Rate Loans than is permitted under Section 2.022.02 and (iv) Swingline Loans may not be converted pursuant to this Section 2.06. Each such conversion pursuant to this Section 2.06(a) shall be effected by the respective Borrower by giving the Administrative Agent at the applicable Notice Office prior to 2:00 1:00 P.M. (New York City timeLocal Time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans (in the case of Dollar Loans) or CDOR Rate Loan (in the case of Canadian Term Loans), three (3) Business Days’ prior notice notice, and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans (in the case of Dollar Loans) or Canadian Prime Rate Loans (in the case of Canadian Term Loans), one (1) Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case ) in the form of Exhibit A-2, appropriately completed to specify the Dollar Loans or Canadian Term Loans to be so converted, the Borrowing or Borrowings Borrowing(s) pursuant to which such Dollar Loans or Canadian Term Loans were incurred made and, if to be converted into Euro Eurodollar Loans (in the case of Dollar Loans) or CDOR Rate Loans (in the case of Canadian Term Loans), the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Dollar Loans and/or Canadian Term Loans. For the avoidance of doubt, it is understood that any conversion of one Type of Canadian Term Loan into another Type of Canadian Term Loan shall not constitute a repayment of any Canadian Term Loan being so converted.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Revolving Loans (other than Swingline or Term Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types Type of Revolving Loans into a Borrowing of another Type of LoanRevolving Loans or Term Loans, provided that, that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to 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 Loans if no (x) a Default or an Event of Default under Section 10.05 is in existence on the date of the conversion or (y) any other Default or Event of Default is in existence on the date of the conversionconversion and the Administrative Agent has received instructions from the Required Lenders to that effect, and (iii) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 11:00 A.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s Days prior notice (each, each a “Notice of Conversion/Continuation”), in each case ) in the form of Exhibit A-2, appropriately completed to specify (A) the Revolving Loans and/or Term Loans to be so converted, (B) the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted (C) in the case of a conversion into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender of the applicable Class prompt notice of any such proposed conversion affecting any of its Loans. Upon any such conversion the proceeds thereof will be deemed to be applied directly on the day of such conversion to prepay the outstanding principal amount of the Loans being converted. Swingline Loans may not be converted pursuant to this Section 1.06.

Conversions. The Borrower shall have the option option, to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans into a Borrowing of another Type of Loan, provided that, (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no 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 1.6 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.2. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 12:00 Noon (New York City Chicago time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s ' prior notice (each, each a “"Notice of Conversion/Continuation”), in each case ") in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans. Upon any such conversion the proceeds thereof will be deemed to be applied directly on the day of such conversion to prepay the outstanding principal amount of the Loans being converted.

Conversions. The (a) A Borrower may elect from time to time to convert one or more of its Eurodollar Advances to ABR Advances by giving the Agent at least one Business Day's prior irrevocable notice of such election, specifying the Advance to be converted, provided, that any such conversion of Eurodollar Advances shall have only be made on the option last day of the Interest Period applicable thereto. In addition, a Borrower may elect from time to converttime to convert its (i) ABR Advances to Eurodollar Advances and (ii) Eurodollar Advances to new Eurodollar Advances by selecting a new Interest Period therefor, in each case by giving the Agent at least three Business Days' prior irrevocable notice of such election, in the case of a conversion to Eurodollar Advances, specifying the amount to be so converted and the initial Interest Period relating thereto, provided that any such conversion of ABR Advances to Eurodollar Advances shall only be made on any a Business Day beginning three Business Days following and any such conversion of Eurodollar Advances to new Eurodollar Advances shall only be made on the Initial Borrowing Date, all or a portion equal to at least the Minimum Borrowing Amount last day of the outstanding principal amount Interest Period applicable to the Eurodollar Advances which are to be converted to such new Eurodollar Advances. Each such notice shall be irrevocable and shall be given by the delivery by telecopy of Loans a Notice of Conversion (other than Swingline Loans which confirmed promptly, and in any event within five Business Days), by the delivery to the Agent of a Notice of Conversion manually signed by the applicable Borrower. The Agent shall promptly provide the applicable Lenders with notice of each such election. Advances may not be converted pursuant to this Section 2.06) made pursuant to one in whole or more Borrowings of one or more Types of Loans into a Borrowing of another Type of Loanin part, provided that, (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on that the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Loansby a Borrower to each Eurodollar Advance, when aggregated with any Eurodollar Advance to be made to such Borrower on such date in accordance with Section 2.3 and having the same Interest Period to be initially applicable thereto. The Administrative Agent as such first Eurodollar Advance, shall give each Lender prompt notice equal no less than $1,000,000 or such amount plus a whole multiple of any such proposed conversion affecting any of its Loans$100,000 in excess thereof.

Conversions. The (a) Each applicable Borrower shall have the option may elect from time to convert, on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion equal time to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to convert one or more Borrowings Eurodollar Advances to ABR Advances by giving, or, if such Borrower is a Subsidiary Borrower, by causing the Parent Borrower, on behalf of one or more Types such Borrower, to give, the Administrative Agent at least two Business Day's prior irrevocable notice of Loans into a Borrowing such election, specifying the amount to be converted, provided, that any such conversion of another Type Eurodollar Advances shall only be made on the last day of Loanthe Interest Period applicable thereto, provided that, (i) except as otherwise provided in Section 2.10(b)3.7. In addition, each applicable Borrower may elect from time to time to convert (i) ABR Advances to Eurodollar Loans Advances, (ii) Eurodollar Advances to new Eurodollar Advances by selecting a new Euro Interest Period therefor, and (iii) Core Currency Euro Advances to new Core Currency Euro Advances in the same applicable Currency by selecting a new Euro Interest Period therefor, in each case by giving, or, if such Borrower is a Subsidiary Borrower, by causing the Parent Borrower, on behalf of the Borrower, to give, the Administrative Agent at least three Core Currency Business Days' prior irrevocable notice of such election, specifying the amount to be so converted and the initial Euro Interest Period relating thereto, provided that any such conversion of ABR Advances to Eurodollar Advances shall only be made on a Core Currency Business Day and, except as otherwise provided in Section 3.7, any such conversion of Eurodollar Advances to new Eurodollar Advances or Core Currency Euro Advances to new Core Currency Euro Advances, as the case may be, shall only be converted into Base Rate Loans only made on the last day of an the Euro Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce Advances or Core Currency Euro Advances, as the outstanding principal amount of such Eurodollar Loans made pursuant case may be, which are to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into to such new Eurodollar Loans if no Default Advances or Event of Default is in existence on such new Core Currency Euro Advances, as the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02case may be. Each such conversion notice shall be effected irrevocable and shall be promptly confirmed by the Borrower by giving delivery to the Administrative Agent at the Notice Office prior to 2:00 P.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.a

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount $1,000,000 of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans Type into a Borrowing of another Type of LoanLoans; provided, provided that, that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto$1,000,000, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only not be converted into Eurodollar Loans if no (x) a Default or an Event of Default under Section 10.05 is in existence on the date of the conversion or (y) any other Default or Event of Default is in existence on the date of the conversionconversion and the Administrative Agent has received instructions from the Required Lenders to that effect, and (iii) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 11:00 A.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s Days prior notice (each, each a “Notice of Conversion/Continuation”), in each case ) in the form of Exhibit A-2, appropriately completed to specify (A) the Loans to be so converted, (B) the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted (C) in the case of a conversion into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans. Upon any such conversion the proceeds thereof will be deemed to be applied directly on the day of such conversion to prepay the outstanding principal amount of the Loans being converted.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing (of the same Tranche) of another Type of Loan, provided that, that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 11:00 A.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice notice, and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Each Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of its Revolving Loans (other than Swingline constituting Base Rate Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Eurodollar Loans into a Borrowing or Borrowings of another Type of LoanRevolving Loans constituting Eurodollar Loans or Base Rate Loans, respectively, provided that, that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to 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 Loans if no when a Default or Event of Default is then in existence on if the date of Administrative Agent or the conversion, Required Lenders shall have determined in its or their sole discretion not to permit such conversion and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under resulting from this Section 2.021.07 shall be limited in number as provided in Section 1.02. Each such conversion shall be effected by the respective Borrower by giving the Administrative Agent at the Notice Office Office, prior to 2:00 P.M. 12:00 Noon (New York City time) ), at least three Business Days’ (x) or one Business Day in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (or telephonic notice promptly confirmed in writing) (each, a “Notice of Conversion/Continuation”), in each case in ) specifying the form of Exhibit A-2, appropriately completed to specify the Revolving Loans to be so converted, the Borrowing or Borrowings pursuant Type of Loans (as to which such Loans were incurred interest option) to be converted into and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The (a) Each Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of U.S. Dollar Denominated Loans (other than Swingline Loans which may not be converted pursuant made to this Section 2.06) made it pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of U.S. Dollar Denominated Revolving Loans into a Borrowing (of the same Tranche) of another Type of U.S. Dollar Denominated Revolving Loan, ; provided that, (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Eurodollar Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless following notice by the Administrative Agent or the Required Lenders otherwise agreeto Holdings during the continuation of any Default or Event of Default (although no such notice shall be required following an Event of Default under Section 11.01(g) or (h)), Base Rate Loans may only not be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversionLoans, and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion shall be effected by the relevant Borrower (of U.S. Dollar Denominated Revolving Loan being converted) by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (xi) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (yii) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the U.S. Dollar Denominated Revolving Loans to be so converted, the Borrowing or Borrowings pursuant to which such U.S. Dollar Denominated Loans were incurred and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its U.S. Dollar Denominated Revolving Loans.

Conversions. The (a) Each U.S. Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of U.S. Borrower Revolving Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of U.S. Borrower Revolving Loans into a Borrowing of another Type of U.S. Borrower Revolving Loan, ; provided that, (i) except as otherwise provided in Section 2.10(b)) or upon payment of any costs required to be paid pursuant to Section 2.11, Eurodollar LIBOR Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the LIBOR Loans being converted and no such partial conversion of Eurodollar LIBOR Loans shall reduce the outstanding principal amount of such Eurodollar LIBOR Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless following notice by the Administrative Agent or the Required Lenders otherwise agreeto the Company during the continuation of any Default or Event of Default (although no such notice shall be required following any Default or Event of Default under Section 11.05), Base Rate Loans may only not be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversionLIBOR Loans, and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Interest Period Loans than is permitted under Section 2.02. Each such conversion shall be effected by the respective U.S. Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 11:00 A.M. (New York City time) at least (xi) in the case of conversions of Base Rate Loans into Eurodollar LIBOR Loans, three Business Days’ prior notice and (yii) in the case of conversions of Eurodollar LIBOR Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case substantially in the form of Exhibit A-2, appropriately completed to specify the U.S. Borrower Revolving Loans to be so converted, the Borrowing or Borrowings pursuant to which such U.S. Borrower Revolving Loans were incurred and, if to be converted into Euro Rate LIBOR Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its U.S. Borrower Revolving Loans.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Term Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Term Loans into a Borrowing of another Type of Term Loan, provided that, that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Term Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders specifically otherwise agreeagree in writing, Base Rate Loans may only be converted into Eurodollar Loans if no Specified 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 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, each a “Notice of Conversion/Continuation”), in each case ) in the form of Exhibit A-2, appropriately completed to specify the Term Loans to be so converted, the Borrowing or Borrowings pursuant to which such Term Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loansconversion.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing (of the same Tranche) of another Type of Loan, provided that, (i) except as otherwise provided in Section 2.10(b), Eurodollar LIBOR Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar LIBOR Loans shall reduce the outstanding principal amount of such Eurodollar LIBOR Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless Base Rate Loans may not be converted into LIBOR Loans if any Event of Default exists pursuant to Section 10 on the date of conversion, (iii) if any Event of Default (other than as referred to in preceding clause (ii)) is in existence on the date of the proposed conversion of a LIBOR Loan, (x) Base Rate Loans may not be converted into LIBOR Loans if the Administrative Agent or the Required Lenders otherwise agreehave notified the Borrower that conversions will not be permitted during the existence of such Event of Default and (y) in the absence of the notification referred to in preceding clause (x), Base Rate Loans may only be converted into Eurodollar LIBOR Loans if no Default or Event with an Interest Period of Default is in existence on the date of the conversionone (1) month, and (iiiiv) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans more than is permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. six (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”6), in each case in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans Loans, which may not be converted pursuant to this Section 2.062.05) made pursuant to one or more Borrowings of one or more Types of Loans into a Borrowing of another Type of Loan, provided that, that (i) except as otherwise provided in Section 2.10(b2.09(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversionconversion and so long as the Administrative Agent has or the Required Lenders have not determined in its or their sole discretion not to permit such continuation, (iii) unless the Administrative Agent has determined that the Syndication Date has occurred (at which time this clause (iii) shall no longer be applicable), prior to the 90th day following the Initial Borrowing Date, conversions of Base Rate Loans into Eurodollar Loans may only be made if any such conversion is effective on the first day of the first, second or third Interest Period and so long as such conversion does not result in a greater number of Borrowings of Eurodollar Loans prior to the 90th day after the Initial Borrowing Date than are permitted under Section 2.01, and (iiiiv) no conversion pursuant to this Section 2.06 2.05 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case ) in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of the Loans (other than Swingline Loans which may not be converted owing pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans the Facility into a Borrowing or Borrowings pursuant to the Facility of another Type of Loan, provided that, that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted thereto and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, no Base Rate Loans may only be converted into Eurodollar Loans if no at any time when a Default or Event of Default is in existence on the date of the conversion, conversion if the Administrative Agent or the Required Banks have determined that such a conversion would be disadvantageous to the Banks and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under resulting from this Section 2.021.06 shall be limited in number as provided in Section 1.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office Office, prior to 2:00 P.M. 12:00 Noon (New York City time) ), at least three Business Days' (x) or one Business Day's, in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (each, or telephonic notice promptly confirmed in writing) (each a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings pursuant Type of Loans to which such Loans were incurred be converted into and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of the Loans into a Borrowing or Borrowings of another Type of Loan, provided that, that (i) except as otherwise provided in Section 2.10(b), no conversion of Base Rate Loans into Eurodollar Loans may be converted into Base Rate Loans only made prior to the Syndication Date except for a conversion made on the last first day of an a PSD Interest Period applicable to the Loans being converted and Period, (ii) no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (iiiii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default under Section 8.01 or Event of Default is then in existence on existence, or if such Default or Event of Default exists, the date of the conversion, Required Lenders shall have determined in its or their sole discretion to permit such conversion and (iiiiv) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under resulting from this Section 2.021.06 shall be limited in number as provided in Section 1.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent Payments Administrator at the its Notice Office Office, prior to 2:00 P.M. 12:00 Noon (New York City time) ), at least three Business Days' (x) or two Business Days', in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (or telephonic notice promptly confirmed in writing) (each, a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings pursuant Type of Loans to which such Loans were incurred be converted into and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent Payments Administrator shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following occurring on or after the Initial Borrowing Effective Date, all or a portion equal to at least the Minimum Borrowing Amount $1,000,000 of the outstanding principal amount of such Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans into a Borrowing of another Type of Loan, provided that, that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto$1,000,000, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02 and (iv) Swingline Loans may not be converted pursuant to this Section 1.06. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s ' prior notice (each, each a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings Borrowing(s) pursuant to which such Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans. Upon any such conversion the proceeds thereof will be deemed to be applied directly on the day of such conversion to prepay the outstanding principal amount of the Loans being converted.

Conversions. The Borrower shall have the option to convert, ----------- convert on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion at least equal to at least 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 which may not to at all times be converted pursuant to this Section 2.06maintained as Base Rate Loans) made pursuant to one or more Borrowings of one or more Types of Loans into a Borrowing or Borrowings pursuant to such Facility of another Type of Loan, provided that, that (i) except as otherwise provided in Section 2.10(b1.10(b), -------- Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted thereto and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no 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 Loans than is permitted under resulting from this Section 2.021.6 shall be limited in numbers as provided in Section 1.2. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office Office, prior to 2:00 P.M. 12:00 Noon (New York City time) ), at least three Business Days' (x) or one Business Day's, in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (each, or telephonic notice promptly confirmed in writing) (each a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings pursuant Type of Loans to which such Loans were incurred be converted into and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans. Notwithstanding the foregoing or the provisions of Section 1.9, if a Default under Section 9.1 or an Event of Default is in existence at the time any Interest Period in respect of any Borrowing of Eurodollar Loans is to expire and the Agent or the Required Lenders have determined that a continuation of Eurodollar Loans as such is not appropriate, such Loans may not be continued as Eurodollar Loans but instead shall be automatically converted on the last day of such Interest Period into Base Rate Loans.

Conversions. The Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans into a Borrowing or Borrowings of another Type of Loan, provided that, that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted thereto and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, no Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of at any time when a Specified Default is in existence on the date of the conversion, conversion if the Administrative Agent or the Required Lenders have determined that such a conversion would be disadvantageous to the Lenders and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under resulting from this Section 2.021.06 shall be subject to the limitations of Section 1.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office Office, prior to 2:00 P.M. 12:00 Noon (New York City time) ), at least three Business Days' (x) or one Business Day's, in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (each, or telephonic notice promptly confirmed in writing) (each a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings pursuant Type of Loans to which such Loans were incurred be converted into and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loansto each Lender with Loans affected thereby.

Conversions. The Each Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing (of the same Tranche) of another Type of Loan, provided that, (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no 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 Loans than is permitted under Section 2.02. Each such conversion shall be effected by the a Borrower by giving the Administrative Collateral Agent at the Notice Office prior to 2:00 1:00 P.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Collateral Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Either Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of the Loans (other than Swingline Loans Loans, which may not at all times shall be converted pursuant to this Section 2.06maintained as Base Rate Loans) made pursuant to one or more Borrowings of one or more Types of Loans owing by a Borrower into a Borrowing or Borrowings of another Type of Loan, ; provided that, that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such 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 Loans if no a Default or Event of Default is in existence on and the date of Administrative Agent and/or the conversion, Required Banks have notified the Company that such a conversion will not be permitted as a result thereof and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under resulting from this Section 2.021.06 shall be limited in number as provided in Section 1.02. Each such conversion shall be effected by the respective Borrower by giving the Administrative Agent at the its Notice Office prior to 2:00 P.M. (New York City time) at least (x) and, in the case of conversions any proposed conversion of Base Rate Loans into Eurodollar Canadian Dollar Loans, the Canadian Lender at the Canadian Notice Office), prior to 12:00 Noon (New York time), at least three Business Days’ prior notice and Days (y) or one Business Day in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (each, or telephonic notice promptly confirmed in writing) (each a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings pursuant Type of Loans to which such Loans were incurred be converted into and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of the Loans into a Borrowing or Borrowings of another Type of Loan, provided that, that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted thereto and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders Lender otherwise agreeagrees, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent Lender at the Notice Office prior to 2:00 P.M. 12:00 Noon (New York City Boston time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s ' prior notice (each, each a “"Notice of Conversion/Continuation”), in each case ") in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower Borrowers shall have the option to convert, convert on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of the Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings from one Type of one or more Types of Loans Loan into a Borrowing of another Type of Loan; provided, provided thathowever, that (i) Loans of a particular Tranche may not be so converted to another Type unless the aggregate principal amount of such Loans to be so converted equals $1,000,000 or an integral multiple of $500,000 in excess thereof, (ii) except as otherwise provided in Section 2.10(b)Sections 2.12, 2.15 and 2.18, no conversion of all or any portion of any Eurodollar Loans Loan into a Base Rate Loan may be converted into Base Rate Loans only effected on any day other than the last day of an Interest Period applicable to the Loans being converted and such Eurodollar Loan, (iii) no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to be less than the Minimum Borrowing Amount applicable thereto$1,000,000, (iiiv) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default has occurred and is in existence continuing on the date of the conversion or would result from such conversion, and (iiiv) no conversion pursuant to this Section 2.06 2.10 shall result in a greater number of Borrowings of Eurodollar Loans Interest Periods than is permitted under Section 2.022.7 hereof. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office prior to 2:00 P.M. 11:00 a.m. (New York City time) at least three (x3) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) substantially in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice form attached hereto as Exhibit G (each, each a “Notice of Conversion/Conversion or Continuation”), in each case in ) specifying (w) the form principal amount of Exhibit A-2, appropriately completed to specify the Loans to be so converted, (x) the Borrowing or Borrowings pursuant to which such Loans were incurred andmade, (y) the Type of Loan from which such amount is being converted and the Type of Loan into which such amount will be converted, and (z) if such amount is to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto or, if such amount is to be continued as a Eurodollar Loan, the portion thereof to be continued and the Interest Period applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following occurring after the Initial Borrowing Effective Date, all or a portion equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.061.06) of a given Tranche made pursuant to one or more Borrowings of one or more Types of Loans the Borrower into a Borrowing or Borrowings (of the same Tranche) of another Type of Loan, provided that, that (i) except as otherwise provided in Section 2.10(b), each conversion of Eurodollar Loans may be converted into Base Rate Loans only on a day other than the last day of an Interest Period applicable to such Eurodollar Loans shall be subject to the Loans being converted provisions contained in Section 1.11 and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agreeconsent, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02 and (iv) any conversions pursuant to this Section 1.06 shall be subject to Section 1.15. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 1:00 P.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ ' prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior written notice (each, each a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings Borrowing(s) pursuant to which such Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of the Loans (other than Swingline Loans which may not at all times shall be converted maintained as Base Rate Loans) owing pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans a single Facility into a Borrowing or Borrowings pursuant to such Facility of another Type of Loan, Loan provided that, that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such 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 Loans if no when a Default under Section 9.01 or 9.05 or an Event of Default is in existence on the date of the proposed conversion if the Administrative Agent or the Required Lenders shall have determined in its or their sole discretion not to permit such conversion, and (iii) no conversion Borrowings of Eurodollar Loans resulting from this Section 1.06 shall be limited in number as provided in Section 1.02, (iv) unless the Administrative Agent otherwise agrees in its sole discretion, conversions may not be effected pursuant to this Section 2.06 shall 1.06 which result in a greater number of Borrowings of Term Loans that are maintained as Eurodollar Loans than is permitted under having an Interest Period beginning prior to the third Business Day after the Restatement Effective Date and (v) until the 45th day following the Restatement Effective Date, unless the Administrative Agent and each Joint Lead Arranger otherwise agrees in their sole discretion or the Syndication Date has occurred, any conversions of Term Loans that are maintained as Base Rate Loans into Eurodollar Loans shall be subject to the applicable requirements contained in clause (B) of the proviso to Section 2.021.01(a)(i). Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office Office, prior to 2:00 P.M. 12:00 Noon (New York City time) ), at least three Business Days’ (x) or one Business Day’s, in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (or telephonic notice promptly confirmed in writing) (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ) specifying the Loans to be so convertedconverted (including the relevant Facility), the Borrowing or Borrowings pursuant Type of Loans to which such Loans were incurred be converted into and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower Subject to Annex III, each of the applicable Borrowers shall have the option to convert, convert on any Business Day beginning three Business Days following occurring on or after the Initial Borrowing Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of the Loans (other than (x) Swingline Loans which may not at all times shall be converted maintained as Base Rate Loans, or (y) U.K. A Term Loans denominated in Sterling which at all times shall be maintained as Eurodollar Loans) owing by such Borrower pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans a single Facility into a Borrowing or Borrowings of another Type of Loan, Loan under such Facility; provided that, in each case, (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans and Canadian Prime Loans may only be converted into B/A Rate Loans if no Default or Event of Default is in existence on the date of the conversion, conversion unless the Required Banks otherwise agree and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under resulting from this Section 2.021.06 shall be limited in number as provided in Section 1.02. Each Subject to Annex III, each such conversion shall be effected by the applicable Borrower by giving the Administrative Agent at the its Notice Office Office, prior to 2:00 3:00 P.M. (New York City time) ), at least three Business Days' (x) or one Business Day in the case of conversions of a conversion into Base Rate Loans into Eurodollar or Canadian Prime Loans, three Business Days’ ) prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior written notice (each, or telephonic notice promptly confirmed in writing) (each a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings pursuant Type of Loans to which such Loans were incurred be converted into and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Loans. This Section 1.06 shall not apply to Local Currency Loans, which shall not be converted. Notwithstanding the foregoing, (i) the Borrowers may not elect to convert the currency in which any Loans are denominated and (ii) a Borrower may not be replaced with a different Borrower pursuant to any conversion.

Conversions. The Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following occurring on and after the Initial Borrowing Date, Syndication Date all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of the Loans (other than Swingline Loans which may not be converted owing pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans a single Facility into a Borrowing or Borrowings pursuant to such Facility of another Type of Loan, provided that, that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted thereto and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such 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 Loans if no Default any violation of Section 9.01 or any Event of Default is then in existence on to the date of extent that the conversion, Agent or the Required Banks have determined that any such conversion at such time would be disadvantageous to the Banks and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under resulting from this Section 2.021.06 shall be limited in number as provided in Section 1.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office Office, prior to 2:00 P.M. 11:00 A.M. (New York City time) ), at least three Business Days' (x) or two Business Days', in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (each, or telephonic notice promptly confirmed in writing) (each a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings pursuant Type of Loans to which such Loans were incurred be converted into and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The US Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Revolving Loans (other than Swingline Loans which may not be converted pursuant made to this Section 2.06) made the US Borrower pursuant to one or more Borrowings of one or more Types of Revolving Loans into a Borrowing of another Type of Revolving Loan, provided that, (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Revolving Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the such conversion, and (iii) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Euro Rate Loans than is permitted under Section 2.021.02. Each such conversion shall be effected by the US Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 11:00 A.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s ' prior notice (each, each a “"Notice of Conversion/Continuation”), in each case in ") specifying the form of Exhibit A-2, appropriately completed to specify the Revolving Loans to be so converted, the Borrowing or Borrowings pursuant to which such Revolving Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Revolving Loans. Upon any such conversion the proceeds thereof will be deemed to be applied directly on the day of such conversion to prepay the outstanding principal amount of the Revolving Loans being converted. Swingline Loans and Foreign Currency Loans may not be converted pursuant to this Section 1.06.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing (of the same Tranche) of another Type of Loan, ; provided that, (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to 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 Loans if no (x) any Event of Default under Section 11.05 with respect any Credit Party (other than an Immaterial Subsidiary) is in existence on the proposed date of conversion or (y) any other Event of Default or Event of any Specified Default is in existence on the proposed date of the conversionconversion and (in the case of this sub-clause (y) only) the Required Lenders determine (in their sole discretion) that such conversion would be disadvantageous to the Lenders at such time, and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) (x) at least three Business Days’ prior written notice (xor telephonic notice promptly confirmed in writing) in the case of conversions of Base Rate Loans a conversion into Eurodollar Loans, three Business Days’ prior notice Loans and (y) at least one Business Day’s prior written notice (or telephonic notice promptly confirmed in writing) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s prior notice Loans (eachin each case, a “Notice of Conversion/Continuation”), in each case ) in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following occurring on or after the earlier of (i) the 90th day after the Initial Borrowing Date and (ii) the Syndication Date, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.061.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing (of the same Tranche) of another Type of Loan, provided that, (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no 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 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 11:00 A.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s ' prior notice (each, each a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, convert on ----------- any Business Day beginning three Business Days following occurring on or after the earlier of (x) the 90th day after the Initial Borrowing Date and (y) the Syndication Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of the Loans (other than Swingline Loans which may not at all times shall be converted maintained as Base Rate Loans) owing by the Borrower pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans a single Facility into a Borrowing or Borrowings of another Type of LoanLoan under such Facility; provided, provided that, that (i) except as otherwise provided in Section 2.10(b1.10(b), -------- Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted thereto and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no 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 Loans than is permitted under resulting from this Section 2.021.06 shall be limited in number as provided in Section 1.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office Office, prior to 2:00 P.M. 11:00 A.M. (New York City time) ), at least three Business Days' (x) or one Business Day's in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (each, or telephonic notice promptly confirmed in writing) (each a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings pursuant Type of Loans to which such Loans were incurred be converted into and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, convert on ----------- any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of the Loans owing (other than Swingline Loans Loans, which may not at all times shall be converted maintained as Base Rate Loans) pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans a single Facility into a Borrowing or Borrowings pursuant to such Facility of another Type of Loan, provided that, that (i) except as otherwise provided -------- in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted thereto and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans (x) if no Default or Event of Default is in existence on the date of the conversion, unless the Required Lenders otherwise agree and (y) if prior to the Syndication Date, on the first day of a PSD Interest Period and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under resulting from this Section 2.021.06 shall be limited in number as provided in Section 1.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office Office, prior to 2:00 P.M. 10:00 A.M. (New York City time) ), at least three Business Days' (x) or two Business Days', in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (or telephonic notice promptly confirmed in writing) (each, a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings pursuant Type of Loans to which such Loans were incurred be converted into and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Revolving Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Revolving Loans into a Borrowing of another Type of Revolving Loan, provided that, that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Revolving Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders specifically otherwise agreeagree in writing, Base Rate Loans may only be converted into Eurodollar Loans if no Specified 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 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, each a “Notice of Conversion/Continuation”), in each case ) in the form of Exhibit A-2, appropriately completed to specify the Revolving Loans to be so converted, the Borrowing or Borrowings pursuant to which such Revolving Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loansconversion.

Conversions. The Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of the Loans (other than Swingline Loans Loans, which may not at all times shall be converted maintained as Base Rate Loans) owing pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans a single Facility into a Borrowing or Borrowings pursuant to such Facility of another Type of Loan, provided that, that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such 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 Loans if no when a Default under Section 8.01 or an Event of Default is in existence on the date of the proposed conversion if the Administrative Agent or the Required Lenders shall have determined in its or their sole discretion not to permit such conversion, and (iii) unless the Administrative Agent has determined that the Syndication Date has occurred (at which time this clause (iii) shall no longer be applicable), prior to the 90th day after the Initial Borrowing Date, conversions of Base Rate Loans into Eurodollar Loans may only be made if any such conversion pursuant is effective on the first day of the first, second or third Interest Period referred to this Section 2.06 shall in clause (y) of the proviso appearing in each of Sections 1.01(a)(ii) and 1.01(c)(ii) and so long as such conversion does not result in a greater number of Borrowings of Eurodollar Loans than is prior to the 90th day after the Initial Borrowing Date as are permitted under Sections 1.01(a)(ii) and 1.01(c)(ii) and (iv) Borrowings of Eurodollar Loans resulting from this Section 2.021.06 shall be limited in number as provided in Section 1.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office Office, prior to 2:00 P.M. 12:00 Noon (New York City time) ), at least three Business Days’ (x) or one Business Day’s, in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (or telephonic notice promptly confirmed in writing) (each, a “Notice of Conversion/Continuation”), in each case ) in the form of Exhibit A-2A-3, appropriately completed to specify the Loans to be so convertedconverted (including the relevant Facility), the Borrowing or Borrowings pursuant Type of Loans to which such Loans were incurred be converted into and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower U.S. Borrowers shall have the option to convert, on any Business Day beginning three Business Days following occurring after the Initial Borrowing Restatement Effective Date, all or a portion equal to at least the Minimum Borrowing Amount $1,000,000 (and, if greater, in an integral multiple of $500,000) of the outstanding principal amount of Dollar Revolving Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Dollar Revolving Loans into a Borrowing or Borrowings of another Type of Dollar Revolving Loan, provided that, PROVIDED that (i) except as otherwise provided in Section 2.10(b)1.10(b) or unless the U.S. Borrowers pay all amounts owing pursuant to Section 1.11 concurrently with any such conversion, Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Eurodollar Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, $1,000,000 and (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Euro Rate Loans than is permitted under Section 2.021.02. Each such conversion shall be effected by the any U.S. Borrower by giving the Administrative Agent at the its Notice Office prior to 2:00 P.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s ' prior notice (each, a “"Notice of Conversion/Continuation”), in each case in ") specifying the form of Exhibit A-2, appropriately completed to specify the Dollar Revolving Loans to be so converted, the Borrowing or Borrowings pursuant to which such Dollar Revolving Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Dollar Revolving Loans.

Conversions. The Parent Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion at least equal to at least the Minimum Borrowing Amount $1,000,000 of the outstanding principal amount of its Revolving Loans (other than Swingline or Term Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans Type, into a Borrowing or Borrowings of another the other Type of LoanRevolving Loans or Term Loans, as the case may be; provided that, that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto$1,000,000, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only not be converted into Eurodollar Loans if no any Default or Event of Default is in existence on the date of the conversionconversion if the Administrative Agent or the Required Lenders have previously advised the Parent Borrower that conversions will not be permitted while such Default or Event of Default, and as the case may be, remains in existence, (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under resulting from this Section 2.021.06 shall be limited in number as provided in Section 1.02, (iv) Eurodollar Loans may only be converted into Base Rate Loans on the last day of the Interest Period applicable thereto, and (v) each such conversion shall be made pro rata among the Revolving Loans or Term Loans, as the case may be, of each Tranche 1 Lender of the Type being converted. Each such conversion shall be effected by the Parent Borrower by giving the Administrative Agent at the its Notice Office Office, prior to 2:00 P.M. 11:00 A.M. (New York City time) ), at least three Business Days' (x) or one Business Day's in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (each, or telephonic notice promptly confirmed in writing) (each a “"Notice of Conversion/Continuation”), in each case in ") specifying the form of Exhibit A-2, appropriately completed to specify the Revolving Loans or Term Loans to be so converted, the Borrowing or Borrowings pursuant Type of Loans to which such Loans were incurred be converted into and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Tranche 1 Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, on ----------- any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Revolving Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Revolving Loans into a Borrowing of another Type of Revolving Loan, provided that, that (i) except as otherwise -------- provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted thereto and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02 and (iv) Swingline Loans may not be converted pursuant to this Section 1.06. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s ' prior notice (each, each a “"Notice of Conversion/Continuation”), in each case ") in the form of Exhibit A-2, appropriately completed to specify the Revolving Loans to be so converted, the Borrowing or Borrowings pursuant to which such Revolving Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loansconversion.

Conversions. The US Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion equal to at least the applicable Minimum Borrowing Amount for such Tranche of the outstanding principal amount of the Dollar Loans (other than Swingline Loans which may not be converted pursuant made to this Section 2.06) made the US Borrower pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing or Borrowings (of the same Tranche) of another Type of Loan, provided that, that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the applicable Minimum Borrowing Amount applicable theretofor such Tranche, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only not be converted into Eurodollar Loans if no Default or any Event of Default is in existence on the date of the conversionconversion if the Administrative Agent or the Majority Banks in respect of the applicable Tranche have previously advised the US Borrower that conversions will not be permitted while such Event of Default remains in existence, and (iii) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02 and (iv) prior to the Syndication Date, no Loan may be converted into Eurodollar Loans except on the first day of a Pre-Syndication Interest Period. Each such conversion (other than automatic conversions pursuant to the last paragraph of Section 1.09) shall be effected by the Borrower by US Borrower's giving the Administrative Agent at the its Notice Office prior to 2:00 1:00 P.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ ' prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior written notice (each, each a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred made, the date of such conversion (which shall be a Business Day) and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following occurring after the Initial Borrowing Effective Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans under a single Facility into a Borrowing or Borrowings of another Type of LoanLoan under such Facility; provided, provided that, that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders Banks otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) unless the Agent has determined that the Syndication Date has occurred (at which time this clause (iii) shall no longer be applicable), prior to the 60th day after the Effective Date, conversions of Base Rate Loans into Eurodollar Loans may only be made if any such conversion pursuant is effective on the first or second Interest Period referred to this Section 2.06 shall in clause (y) of each of Sections 1.01(a)(iv) and 1.01(b)(ii) and so long as such conversion does not result in a greater number of Borrowings of Eurodollar Loans than is prior to the 60th day after the Effective Date as are permitted under such Sections and (iv) Borrowings of Eurodollar Loans resulting from this Section 2.021.06 shall be limited in number as provided in Section 1.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office Office, prior to 2:00 P.M. 11:00 A.M. (New York City time) ), at least three Business Days' (x) or one Business Day's in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (or telephonic notice promptly confirmed in writing) (each, a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings Borrowing(s) pursuant to which such the Loans were incurred made and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Loans. Upon any such conversion, the proceeds thereof will be deemed to be applied directly on the day of such conversion to prepay the outstanding principal amount of the Loans being converted.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Revolving Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Revolving Loans into a Borrowing of another Type of Revolving Loan, provided that, that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders specifically otherwise agreeagree in writing, Base Rate Loans may only be converted into Eurodollar Loans if no Specified 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 Loans than is permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, each a “Notice of Conversion/Continuation”), in each case ) in the form of Exhibit A-2, appropriately completed to specify the Revolving Loans to be so converted, the Borrowing or Borrowings pursuant to which such Revolving Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loansconversion.

Conversions. The Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following occurring on or after the Initial Borrowing Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not shall at all times be converted pursuant to this Section 2.06maintained as Base Rate Loans) made pursuant to one or more Borrowings of one or more Types of Loans under a single Tranche into a Borrowing or Borrowings of another Type of Loan, Loan under such Tranche; provided that, that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) unless the Administrative Agent has determined that the Syndication Date has occurred (at which time this clause (iii) shall no longer be applicable), prior to the 60th day after the Initial Borrowing Date, conversions of Base Rate Loans into Eurodollar Loans may only be made if any such conversion pursuant is effective on the first day of the first, second, third or fourth Interest Period referred to this Section 2.06 shall in clause (y) of the proviso in each of Sections 1.01(a)(iii), 1.01(b)(iii) and 1.01(c)(ii) and so long as such conversion does not result in a greater number of Borrowings of Eurodollar Loans than is prior to the 60th day after the Initial Borrowing Date as are permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar LoansSections, three Business Days’ prior notice and (yiv) in the case of conversions Borrowings of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.resulting from

Conversions. The Parent Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion at least equal to at least the Minimum Borrowing Amount $1,000,000 of the outstanding principal amount of its Revolving Loans (other than Swingline or Term Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans Type and Tranche, into a Borrowing or Borrowings of another the same Tranche but other Type of LoanRevolving Loans or Term Loans, as the case may be; provided that, that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto$1,000,000, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only not be converted into Eurodollar Loans if no any Default or Event of Default is in existence on the date of the conversionconversion if the Administrative Agent or the Required Lenders have previously advised the Parent Borrower that conversions will not be permitted while such Default or Event of Default, and as the case may be, remains in existence, (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under resulting from this Section 2.021.06 shall be limited in number as provided in Section 1.02, (iv) Eurodollar Loans may only be converted into Base Rate Loans on the last day of the Interest Period applicable thereto, and (v) each such conversion shall be made pro rata among the Revolving Loans or Term Loans, as the case may be, of each Lender of the Type and Tranche being converted. Each such conversion shall be effected by the Parent Borrower by giving the Administrative Agent at the its Notice Office Office, prior to 2:00 P.M. 11:00 A.M. (New York City time) ), at least three Business Days' (x) or one Business Day's in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (each, or telephonic notice promptly confirmed in writing) (each a “"Notice of Conversion/Continuation”), in each case in ") specifying the form of Exhibit A-2, appropriately completed to specify the Revolving Loans or Term Loans to be so converted, the Borrowing or Borrowings pursuant Type and Tranche of Loans to which such Loans were incurred be converted into and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, convert on any ----------- Business Day beginning three Business Days following occurring on or after the Initial Borrowing Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of the Revolving Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans owing by the Borrower into a Borrowing or Borrowings of another Type of Loan; provided, provided that, that (i) except as -------- otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default payment Default, or Event of Default Default, is in existence on the date of the conversion, and (iii) no conversion pursuant to Borrowings of Eurodollar Loans resulting from this Section 2.06 1.06 shall be limited in number as provided in Section 1.02 and (iv) unless the Agent has determined that the Syndication Date has occurred (at which time this clause (iv) shall no longer be applicable), prior to the 90th day after the Effective Date, conversions of Base Rate Loans into Eurodollar Loans may only be made if any such conversion is effective on the first day of the first, second or third Interest Period referred to in clause (y) of the proviso to each of Section 1.01(a)(ii) and then only so long as such conversion does not result in a greater number of Borrowings of Eurodollar Loans than is prior to the 90th day after the Effective Date as are permitted under Section 2.02such Sections. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office Office, prior to 2:00 1:00 P.M. (New York City time) ), at least three Business Days' (x) or one Business Day's in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (or telephonic notice promptly confirmed in writing) (each, a “"Notice of Conversion/Continuation”), in each case in ") specifying the form of Exhibit A-2, appropriately completed to specify the Revolving Loans to be so converted, the Borrowing or Borrowings pursuant Type of Revolving Loans to which such Loans were incurred be converted into and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Revolving Loans.

Conversions. (a) The Borrower shall have the option to convert, ----------- on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least (x) in the Minimum Borrowing Amount case of a conversion of Term Loans, $2,000,000 and (y) in the case of a conversion of Revolving Loans, $2,000,000 (or $1,000,000 in the case of a conversion into Base Rate Loans), of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing (of the same Tranche) of another Type of Loan, provided that, -------- that (i) except as otherwise provided in Section 2.10(b), if for any reason any Eurodollar Loans may be are converted into Base Rate Loans only on a day which is not the last day of an Interest Period applicable to the Loans being converted and converted, the Borrower shall pay all amounts owing in connection therewith as required by Section 1.11, (ii) no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto$2,000,000, (iiiii) unless the Required Lenders Banks otherwise agreespecifically agree in writing, Base Rate Loans may only be converted into Eurodollar Loans if no Specified Default or and no Event of Default is in existence on the date of the conversion, and (iiiiv) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02, (v) prior to the 65th day after the Initial Borrowing Date, conversions of Base Rate Loans into Eurodollar Loans shall be subject to the additional requirements imposed pursuant to following clause (b) and (vi) Swingline Loans may not be converted pursuant to this Section 1.06. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office prior to 2:00 1:30 P.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into a conversion to Eurodollar Loans, three Business Days’ ' prior notice and (y) in the case of conversions of Eurodollar Loans into a conversion to Base Rate Loans, one Business Day’s 's prior notice (each, each a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings Borrowing(s) pursuant to which such Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.applicable

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following occurring after the Initial Borrowing Date, all or a portion equal to at least the Minimum Borrowing Amount $1,000,000 (and, if greater, in an integral multiple of $500,000), of the outstanding principal amount of Revolving Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans into a Borrowing of another Type of Loan, provided that, that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Revolving Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto$1,000,000, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02 and (iv) Swingline Loans may not be converted pursuant to this Section 1.06. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office prior to 2:00 1:00 P.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s ' prior notice (each, each a “"Notice of Conversion/Continuation”), in each case in ") specifying the form of Exhibit A-2, appropriately completed to specify the Revolving Loans to be so converted, the Borrowing or Borrowings pursuant to which such Revolving Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Revolving Loans.

Conversions. The (a) Each Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of U.S. Dollar Denominated Loans (other than Swingline Loans which may not be converted pursuant made to this Section 2.06) made it pursuant to one or more Borrowings (so long as of the same Facility) of one or more Types of U.S. Dollar Denominated Revolving Loans into a Borrowing (of the same Facility) of another Type of U.S. Dollar Denominated Revolving Loan, ; provided that, (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless following notice by the Administrative Agent or the Required Lenders otherwise agreeto AbitibiBowaterResolute during the continuation of any Default or Event of Default (although no such notice shall be required following an Event of Default under Section 11.01(g) or (h)), Base Rate Loans may only not be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversionLoans, and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion shall be effected by the relevant Borrower (of U.S. Dollar Denominated Revolving Loan being converted) by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the U.S. Dollar Denominated Revolving Loans to be so converted, and the Borrowing or Borrowings pursuant to which such U.S. Dollar Denominated Loans were incurred and, if to be converted into Euro Rate Loans, the Interest Period to be initially applicable theretoincurred. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its U.S. Dollar Denominated Revolving Loans.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following occurring on or after the earlier of (1) the 14th day after the Initial Borrowing Date and (2) the Syndication Date, all or a portion equal to at least (x) in the Minimum Borrowing Amount case of a conversion of Term Loans, $5,000,000 and (y) in the case of a conversion of Revolving Loans, $5,000,000 (or $1,000,000 if in the case of a conversion into Base Rate Loans), of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing (of the same Tranche) of another Type of Loan, provided that, that (i) except as otherwise provided in Section 2.10(b), Eurodollar if for any reason whatsoever any Euro-dollar Loans may be are converted into Base Rate Loans only on a day which is not the last day of an Interest Period applicable to the Loans being converted and converted, the Borrower shall pay all amounts owing in connection therewith as required by Section 1.11, (ii) no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto$5,000,000, (iiiii) unless the Required Lenders Banks otherwise agreespecifically agree in writing, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iiiiv) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Eurodollar Borrowings of Eurodollar Loans than is permitted under Section 2.021.02 and (v) Swingline Loans may not be converted pursuant to this Section 1.06. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into a conversion to Eurodollar Loans, three Business Days’ ' prior notice and (y) in the case of conversions of Eurodollar Loans into a conversion to Base Rate Loans, one Business Day’s 's prior notice (each, each a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings Borrowing(s) pursuant to which such Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, on ----------- any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Foreign Currency Revolving Loans and Swingline Loans which may not be converted pursuant to this Section 2.061.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing (of the same Tranche) of another Type of Loan, provided that, (i) except as otherwise provided in Section 2.10(b-------- 1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to 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 Loans if no a Default or an Event of Default is in existence on the date of the conversionconversion and either the Administrative Agent or the Required Lenders have notified the Borrower that such conversions are no longer permitted (which notice may be given by the Administrative Agent or the Required Lenders in their sole discretion), provided that no such notice shall -------- be required if a Default or an Event of Default under Section 10.05 exists and is continuing (in which case Base Rate Loans may not be converted into Eurodollar Loans), (iii) unless the Administrative Agent has otherwise determined in its sole discretion or has determined that the Syndication Date has occurred (at which time this clause (iii) shall no longer be applicable), prior to the 90th day following the Initial Borrowing Date, conversions of Base Rate Loans into Eurodollar Loans shall be subject to the provisions of clause (B) of the proviso in each of Sections 1.01(a)(iii), 1.01(b)(iii) and 1.01(d)(ii), and (iiiiv) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Euro Rate Loans than is permitted under Section 2.021.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s ' prior notice (each, each a “"Notice of Conversion/Continuation”), in each case ") in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans. Upon any such conversion the proceeds thereof will be deemed to be applied directly on the day of such conversion to prepay the outstanding principal amount of the Loans being converted.

Conversions. The Borrower Borrowers shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Revolving Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Revolving Loans into a Borrowing of another Type of Revolving Loan, provided that, that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted thereto and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agreeagree in writing, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) unless the Administrative Agent has otherwise determined in its sole discretion that the Syndication Date has occurred (at which time this clause (iii) shall no longer be applicable), prior to the 90th day following the Effective Date, conversions of Base Rate Loans into Eurodollar Loans shall be subject to the provisions of clause (B) of the proviso in Section 1.01(a)(iii), (iv) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02 and (v) Swingline Loans may not be converted pursuant to this Section 1.06. Each such conversion shall be effected affected by the Borrower Borrowers by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, each a “Notice of Conversion/Continuation”), in each case in ) specifying the form of Exhibit A-2, appropriately completed to specify the Revolving Loans to be so converted, the Borrowing or Borrowings pursuant to which such Revolving Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loansconversion.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing (of the same Tranche) of another Type of Loan, provided that, that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, (iii) unless the Administrative Agent has otherwise agreed or has determined that the Syndication Date has occurred (at which time this clause (iii) shall no longer be applicable), conversions of Base Rate Loans into Eurodollar Loans may only be made if any such conversion is effective on the first day of the Interest Period referred to in clause (B) of Section 2.01(a)(iii) and so long as such conversion does not result in a greater number of Borrowings of Eurodollar Loans than are permitted under Section 2.01(a)(iii), and (iiiiv) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 11:00 A.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of Revolving Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Revolving Loans into a Borrowing of another Type of Loan, Revolving Loans provided that, that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Revolving Loans which are Base Rate Loans may only not be converted into Eurodollar Loans if no when a Default under Section 10.01 or an Event of Default is in existence on the date of the conversion, proposed conversion if the Administrative Agent or the Required Lenders shall have determined in its or their sole discretion not to permit such conversion and (iii) no conversion pursuant to Borrowings of Eurodollar Loans resulting from this Section 2.06 shall result be limited in a greater number of Borrowings of Eurodollar Loans than is permitted under as provided in Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office Office, prior to 2:00 P.M. 12:00 Noon (New York City time) ), at least three Business Days' (x) or one Business Day's, in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (or telephonic notice promptly confirmed in writing) (each, a “"Notice of Conversion/Continuation”), in each case ") which shall be in the form of Exhibit A-2, appropriately completed to A and shall specify the Revolving Loans to be so converted, the Borrowing or Borrowings pursuant Type of Revolving Loans to which such Loans were incurred be converted into and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Revolving Loans. Upon any such conversion the proceeds thereof will be deemed to be applied directly on the day of such conversion to prepay the outstanding principal amount of the Revolving Loans being converted.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following occurring on or after the Initial Borrowing Date, all or a portion equal to at least the Minimum Borrowing Amount $200,000 (and, if greater, in an integral multiple of $50,000), of the outstanding principal amount of Revolving Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Revolving Loans into a Borrowing of another Type of Revolving Loan, provided that, that (iA) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Revolving Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto$200,000, (iiB) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, conversion and (iiiC) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office prior to 2:00 1:00 P.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s ' prior notice (each, each a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so convertedcon verted, the Borrowing or Borrowings pursuant to which such Loans were incurred made and, if to be converted con verted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Loansconversion.

Conversions. The Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion (which portion shall be at least equal to at least the applicable Minimum Borrowing Amount Amount) of the outstanding principal amount of the Loans (other than Swingline Loans which may not be converted owing pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans the Facility into a Borrowing or Borrowings pursuant to the Facility of another Type of Loan; PROVIDED, provided thatHOWEVER, that (i) except as otherwise provided in Section 2.10(b), if any Eurodollar Loans may be Loan is converted into Base Rate Loans only other than on the last day of an Interest Period applicable thereto Borrower shall pay to the Loans being converted and Banks all amounts related to such conversion that are due pursuant to Section 1.11, (ii) no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (iiiii) unless the Required Lenders otherwise agree, no Base Rate Loans may only be converted into Eurodollar Loans if no at any time when a Default or Event of Default is in existence on the date of the conversion, conversion if the Administrative Agent or the Required Banks have reasonably determined that such a conversion would be disadvantageous to the Banks and (iiiiv) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under resulting from this Section 2.021.06 shall be limited in number as provided in Section 1.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office Office, prior to 2:00 P.M. 12:00 Noon (New York City time) ), at least three Business Days' (x) or one Business Day's, in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (each, or telephonic notice promptly confirmed in writing) (each a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify "NOTICE OF CONVERSION") specifying the Loans to be so converted, the Borrowing or Borrowings pursuant Type of Loans to which such Loans were incurred be converted into and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Loans.. 1.07

Conversions. The Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of the Loans (other than Swingline Loans which may not be converted pursuant made to this Section 2.06) made the Borrower pursuant to one or more Borrowings of one or more Types of Loans into a Borrowing or Borrowings of another Type of Loan, provided that, that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the applicable Minimum Borrowing Amount applicable theretoAmount, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only not be converted into Eurodollar Loans if no Default or any Event of Default is in existence on the date of the conversionconversion if the Administrative Agent or the Required Banks have previously advised the Borrower that conversions will not be permitted while such Event of Default remains in existence, and (iii) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02 and (iv) prior to the Syndication Date, no Loan may be converted into Eurodollar Loans except on the first day of a Pre-Syndication Interest Period. Each such conversion (other than automatic conversions pursuant to the last paragraph of Section 1.09) shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ ' prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior written notice (each, each a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred made, the date of such conversion (which shall be a Business Day) and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Loansconversion.

Conversions. The (a) Each Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of U.S. Dollar Denominated Loans (other than Swingline Loans which may not be converted pursuant made to this Section 2.06) made it pursuant to one or more Borrowings of one or more Types of U.S. Dollar Denominated Revolving Loans into a Borrowing of another Type of U.S. Dollar Denominated Revolving Loan, ; provided that, (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Eurodollar Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Euro Rate Loans than is permitted under Section 2.02. Each such conversion shall be effected by the relevant Borrower (of U.S. Dollar Denominated Revolving Loan being converted) by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (xi) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (yii) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the U.S. Dollar Denominated Revolving Loans to be so converted, the Borrowing or Borrowings pursuant to which such U.S. Dollar Denominated Loans were incurred and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its U.S. Dollar Denominated Revolving Loans.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Revolving Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Revolving Loans into a Borrowing of another Type of Revolving Loan, provided that, that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar EurodollarSOFR Loans shall reduce the outstanding principal amount of such Eurodollar EurodollarSOFR Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders specifically otherwise agreeagree in writing, Base Rate Loans may only be converted into Eurodollar EurodollarSOFR Loans if no Specified 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 EurodollarSOFR Loans than is permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, each a “Notice of Conversion/Continuation”), in each case ) in the form of Exhibit A-2, appropriately completed to specify the Revolving Loans to be so converted, the Borrowing or Borrowings pursuant to which such Revolving Loans were incurred made and, if to be converted into Euro Rate EurodollarSOFR Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loansconversion.

Conversions. The Each Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of U.S. Dollar Denominated Revolving Loans (other than Swingline Loans which may not be converted pursuant made to this Section 2.06) made it pursuant to one or more Borrowings of one or more Types of U.S. Dollar Denominated Revolving Loans into a Borrowing of another Type of U.S. Dollar Denominated Revolving Loan, ; provided that, (ia) except as otherwise provided in Section 2.10(b), Eurodollar LIBOR Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Revolving Loans being converted unless the Borrowers pay any amounts due to the Lenders pursuant to Section 2.11 as a result of such conversion and no such partial conversion of Eurodollar LIBOR Loans shall reduce the outstanding principal amount of such Eurodollar LIBOR Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (iib) unless the Required Lenders otherwise agree, Base Rate Loans may only not be converted into Eurodollar LIBOR Loans if no Default or any Event of Default is in existence on the proposed date of conversion and either the conversionAdministrative Agent or the Required Lenders have elected, upon notice to the Borrowers, to not permit such conversion in its or their sole discretion, and (iiic) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar LIBOR Loans than is permitted under Section 2.02. Each such conversion shall be effected by the relevant Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. (New York City time) at least (xi) in the case of conversions of Base Rate Loans into Eurodollar LIBOR Loans, three Business Days’ (or, with respect to Loans denominated in Euros or an Acceptable Foreign Currency, four Business Days’) prior written notice or telephonic notice promptly confirmed in writing and (yii) in the case of conversions of Eurodollar LIBOR Loans into Base Rate Loans, one Business Day’s prior written notice or telephonic notice promptly confirmed in writing (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the U.S. Dollar Denominated Revolving Loans to be so converted, the Borrowing or Borrowings pursuant to which such U.S. Dollar Denominated Revolving Loans were incurred and, if to be converted into Euro Rate LIBOR Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its U.S. Dollar Denominated Revolving Loans.

Conversions. The U.S. Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of the U.S. Loans (other than Swingline Loans which may not at all times shall be converted maintained as Base Rate Loans) owing by the U.S. Borrower pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans a single Facility into a Borrowing or Borrowings of another Type of LoanLoan under such Facility; provided, provided that, that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding out- standing principal amount of such the Eurodollar Loans made pursuant to a single such 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 Loans if no any Default or Event of Default exists on the date of conversion pursuant to Section 9.05, (iii) Base Rate Loans may not be converted into Eurodollar Loans if any other Default or any Event of Default is in existence on the date of the conversion, if the Required Banks have previously advised the Administrative Agent that conversions will not be permitted while said Default or Event of Default remains in existence, and (iiiiv) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under resulting from this Section 2.021.06 shall be limited in number as provided in Section 1.02. Each such conversion shall be effected by the U.S. Borrower by giving the Administrative Agent at the its Notice Office Office, prior to 2:00 P.M. 11:00 A.M. (New York City time) ), at least three Business Days' (x) or one Business Day's in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (or telephonic notice promptly confirmed in writing) (each, a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings pursuant Type of Loans to which such Loans were incurred be converted into and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its U.S. Loans.

Conversions. The Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of the Loans (other than Swingline Loans which may not at all times shall be converted maintained as Base Rate Loans) owing pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans a single Facility into a Borrowing or Borrowings pursuant to such Facility of another Type of Loan, Loan provided that, that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such 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 Loans if no when a Default under Section 9.01 or 9.05 or an Event of Default is in existence on the date of the proposed conversion if the Administrative Agent or the Required Lenders shall have determined in its or their sole discretion not to permit such conversion, and (iii) no conversion Borrowings of Eurodollar Loans resulting from this Section 1.06 shall be limited in number as provided in Section 1.02, (iv) unless the Administrative Agent otherwise agrees in its sole discretion, conversions may not be effected pursuant to this Section 2.06 shall 1.06 which result in a greater number of Borrowings of Eurodollar Loans than is permitted under with an Interest Period beginning prior to the third Business Day after the Initial Borrowing Date and (v) until the 60th day following the Initial Borrowing Date, unless the Administrative Agent and each Joint Lead Arranger otherwise agrees in their sole discretion or the Syndication Date has occurred, any conversions into Eurodollar Loans shall be subject to the applicable requirements contained in clause (B) of the proviso to Section 2.021.01(a)(ii) or 1.01(b)(ii), as the case may be. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office Office, prior to 2:00 P.M. 12:00 Noon (New York City time) ), at least three Business Days' (x) or one Business Day's, in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (or telephonic notice promptly confirmed in writing) (each, a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so convertedconverted (including the relevant Facility), the Borrowing or Borrowings pursuant Type of Loans to which such Loans were incurred be converted into and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Each Borrower shall have the option to convert, on any Business Day beginning three Business Days following occurring after the Initial Borrowing Date, all or a portion equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of U.S. Dollar Denominated Loans (other than U.S. Dollar Denominated Swingline Loans Loans, which may not shall at all times be converted pursuant to this Section 2.06maintained as Base Rate Loans) made pursuant to one or more Borrowings of one or more Types of U.S. Dollar Denominated Loans under a single Tranche into a Borrowing or Borrowings of another Type of LoanU.S. Dollar Denominated Loans under such Tranche, provided that, that (i) except as otherwise provided in Section 2.10(b)1.10(b) or unless the respective Borrower pays all amounts owing pursuant to Section 1.11 concurrently with any such conversion, Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Eurodollar Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the applicable Minimum Borrowing Amount applicable thereto, (ii) (A) unless the ABL Required Lenders otherwise agree, Revolving Loans maintained as Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of conversion and (B) unless the TL Required Lenders otherwise agree, Term Loans maintained as Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of conversion, and (iii) unless the Administrative Agent has determined that the Syndication Date has occurred (at which time this clause (iii) shall no longer be applicable), prior to the 60th day after the Initial Borrowing Date, conversions of Base Rate Loans into Eurodollar Loans may only be made if any such conversion pursuant is effective on the first day of an Interest Period referred to this in clause (B) of the proviso of Section 2.06 shall 1.01(a)(iii) or 1.01(b)(iii) or clause (B)(1) of the proviso to Section 1.01(d)(ii) and so long as such conversion does not result in a greater number of Borrowings of Eurodollar Loans prior to the 60th day after the Initial Borrowing Date as are permitted under the provisos to Sections 1.01(a)(iii) and 1.01(b)(iii) and clause (1) of Section 1.01(d)(ii) and (iv) no conversion pursuant to this Section 1.06 shall result in a greater number of Borrowings of Euro Rate Loans than is permitted under Section 2.021.02. Each such conversion shall be effected by the a Borrower by giving the Administrative Agent at the its Notice Office prior to 2:00 P.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case ) in the form of Exhibit A-2, appropriately completed to specify the U.S. Dollar Denominated Loans to be so converted, the Borrowing or Borrowings pursuant to which such U.S. Dollar Denominated Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its U.S. Dollar Denominated Loans.

Conversions. The Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion at least equal to at least the Minimum Borrowing Amount of the outstanding principal amount of the Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types Type of Loans Loan into a Borrowing or Borrowings (of another the same Tranche) of the other Type of Loan, ; provided that, that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no 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 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ ' prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior written notice (each, or telephonic notice promptly confirmed in writing) (each a “"Notice of Conversion/Continuation”), in each case ") which notice shall be in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings Borrowing(s) pursuant to which such Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Loans. Upon any such conversion the proceeds thereof will be deemed to be applied directly on the day of such conversion to prepay the outstanding principal amount of the Loans being converted.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Revolving Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Revolving Loans into a Borrowing of another Type of Revolving Loan, ; provided that, (ia) except as otherwise provided in Section 2.10(b), Eurodollar LIBOR Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Revolving Loans being converted and no such partial conversion of Eurodollar LIBOR Loans shall reduce the outstanding principal amount of such Eurodollar LIBOR Loans made pursuant to 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 LIBOR Loans if no Default or Event of Default is in existence 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 LIBOR Loans than is permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 11:00 A.M. (New York City time) at least (xi) in the case of conversions of Base Rate Loans into Eurodollar LIBOR Loans, three (3) Business Days’ prior notice and (yii) in the case of conversions of Eurodollar LIBOR Loans into Base Rate Loans, one (1) Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the Revolving Loans to be so converted, the Borrowing or Borrowings pursuant to which such Revolving Loans were incurred and, if to be converted into Euro Rate LIBOR Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Revolving Loans.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing (of the same Tranche) of another Type of Loan, provided that, (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to 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 Loans if no (x) any Event of Default under Section 11.05 with respect any Credit Party (other than an Immaterial Subsidiary) is in existence on the proposed date of conversion or (y) any other Event of Default or Event of any Specified Default is in existence on the proposed date of the conversionconversion and (in the case of this sub-clause (y) only) the Required Lenders determine (in their sole discretion) that such conversion would be disadvantageous to the Lenders at such time, and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) (x) at least three Business Days’ prior written notice (xor telephonic notice promptly confirmed in writing) in the case of conversions of Base Rate Loans a conversion into Eurodollar Loans, three Business Days’ prior notice Loans and (y) at least one Business Day’s prior written notice (or telephonic notice promptly confirmed in writing) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s prior notice Loans (eachin each case, a “Notice of Conversion/Continuation”), in each case ) in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following occurring on and after the Initial Borrowing Date, Syndication Date all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of the Loans (other than Swingline Loans Loans, which may not at all times shall be converted maintained as Base Rate Loans) owing by the Borrower pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans a single Facility into a Borrowing or Borrowings pursuant to such Facility of another Type of Loan, provided that, that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted thereto and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no 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 Loans than is permitted under resulting from this Section 2.021.6 shall be limited in number as provided in Section 1.2(E). Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office Office, prior to 2:00 P.M. 12:00 Noon (New York City time) ), at least three Business Days (x) or one Business Day in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (each, or telephonic notice promptly confirmed in writing) (each a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings pursuant Type of Loans to which such Loans were incurred be converted into and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower Company shall have the option to convert, convert on any Business Day beginning three Business Days following occurring on or after the Initial Borrowing Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of Revolving Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Revolving Loans into a Borrowing or Borrowings of another Type of Revolving Loan, provided that, ; PROVIDED that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default payment Default, or Event of Default Default, is in existence on the date of the conversion, and (iii) unless the Agent has determined that the Syndication Date has occurred (at which time this clause (iii) shall no longer be applicable), after the 30th day after the Initial Borrowing Date and prior to the 90th day after the Initial Borrowing Date, conversions of Base Rate Loans into Eurodollar Loans may only be made if any such conversion pursuant is effective on the first day of the first or second Interest Period referred to this in clause (y) of the proviso to Section 2.06 shall 1.01(a)(ii) and then only so long as such conversion does not result in a greater number of Borrowings of Eurodollar Loans than is prior to the 90th day after the Initial Borrowing Date as are permitted under such Section 2.021.01(a)(ii) and (iv) Borrowings of Eurodollar Loans resulting from this Section 1.06 shall be limited in number as provided in Section 1.02. Each such conversion shall be effected by the Borrower Company by giving the Administrative Agent at the its Notice Office Office, prior to 2:00 P.M. 10:00 A.M. (New York City time) ), at least two Business Days' (x) or one Business Day's in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (each, or telephonic notice promptly confirmed in writing) (each a “"Notice of Conversion/Continuation”), in each case in ") specifying the form of Exhibit A-2, appropriately completed to specify the Revolving Loans to be so converted, the Borrowing or Borrowings Borrowing(s) pursuant to which such the Revolving Loans were incurred made and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Revolving Loans.

Conversions. The Each Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following occurring on or after the Initial Borrowing Second Restatement Effective Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of its Revolving Loans (other than Swingline denominated in a single Approved Currency and constituting Base Rate Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Eurodollar Loans into a Borrowing or Borrowings of another Type of LoanRevolving Loans denominated in such Approved Currency and constituting Eurodollar Loans or Base Rate Loans, respectively, provided that, that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans denominated in a currency other than Dollars may not be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and Loans, (ii) no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (iiiii) unless the Required Lenders otherwise agree, Base Rate Loans may only not be converted into Eurodollar Loans if no when a Default or Event of Default is then in existence on if the date of Administrative Agent or the conversionRequired Lenders shall have determined in its or their sole discretion not to permit such conversion and, and (iiiiv) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under resulting from this Section 2.021.07 shall be limited in number as provided in Section 1.02. Each such conversion shall be effected by the respective Borrower by giving the Administrative Agent at the Notice Office Office, prior to 2:00 P.M. 12:00 Noon (New York City time) ), at least three Business Days’ (x) or one Business Day in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (or telephonic notice promptly confirmed in writing) (each, a “Notice of Conversion/Continuation”), in each case in ) specifying the form of Exhibit A-2, appropriately completed to specify the Revolving Loans to be so converted, the Borrowing or Borrowings pursuant Type of Loans (as to which such Loans were incurred interest option) to be converted into and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Subject to the conditions and limitations set forth in this Agreement, the Borrower shall have the option right from time to converttime to convert all or part of one Type of Loan into another Type of Loan or to continue all or a part of any Loan that is a Eurodollar Loan from one Interest Period to another Interest Period by giving the Administrative Agent written notice (by means of a Notice of Borrowing) (i) in the case of Eurodollar Loans, on any Business Day beginning not later than 12:00 Noon, New York time, three Business Days following before the Initial Borrowing Datedate specified for such proposed conversion or continuation, all and (ii) in the case of Base Rate Loans, not later than 12:00 Noon, New York time, on the Business Day which is the date specified for such proposed conversion or a portion equal to at least continuation. Such notice shall specify (A) the Minimum Borrowing Amount proposed date for conversion or continuation, (B) the amount of the outstanding principal amount of Loans (other than Swingline Loans which may not Loan to be converted pursuant or continued, (C) in the case of conversions, the Type of Loan to this Section 2.06be converted into, and (D) made pursuant to one in the case of a continuation of or more Borrowings of one or more Types of Loans conversion into a Borrowing of another Type of Eurodollar Loan, the duration of the Interest Period applicable thereto; provided that, that (i1) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an the applicable Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable theretoPeriod, (ii2) unless the Required Lenders otherwise agree, except for conversions to Base Rate Loans may only Loans, no conversion shall be converted into Eurodollar Loans if no made while a Default or Event of Default has occurred and is in existence on the date continuing and no continuations of the conversionany Eurodollar Loan from one Interest Period to another Interest Period shall be made while a Default or Event of Default has occurred and is continuing, unless such conversion or continuation has been approved by Majority Lenders, and (iii3) no each such conversion pursuant to or continuation shall be in an amount not less than $200,000,000 and shall be an integral multiple of $10,000,000. All notices given under this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion shall be effected by irrevocable. If the Borrower by giving shall fail to give the Administrative Agent at the Notice Office notice as specified above for continuation or conversion of a Eurodollar Loan prior to 2:00 P.M. (New York City time) at least (x) in the case end of conversions of Base Rate Loans into the Interest Period with respect thereto, such Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to Loan shall automatically be converted into Euro a Base Rate Loans, Loan on the last day of the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any for such proposed conversion affecting any of its LoansEurodollar Loan.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.061.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing (of the same Tranche) of another Type of Loan, provided that, (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or and no Event of Default is in existence on the date of the conversion, (iii) unless the Administrative Agent otherwise agrees in its sole discretion or has determined that the Syndication Date has occurred (at which time this clause (iii) shall no longer be applicable), prior to the 90th day following the Initial Borrowing Date, conversions of Base Rate Loans into Eurodollar Loans shall be subject to the provisions of clause (B) of the proviso in each of Sections 1.01(a)(v) and 1.01(b)(ii), and (iiiiv) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 1:00 P.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, each a “Notice of Conversion/Continuation”), in each case ) in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans. Upon any such conversion the proceeds thereof will be deemed to be applied directly on the day of such conversion to prepay the outstanding principal amount of the Loans being converted.

Conversions. The Each Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of U.S. Dollar Denominated Revolving Loans (other than Swingline Loans which may not be converted pursuant made to this Section 2.06) made it pursuant to one or more Borrowings of one or more Types of U.S. Dollar Denominated Revolving Loans into a Borrowing of another Type of U.S. Dollar Denominated Revolving Loan, ; provided that, (ia) except as otherwise provided in Section 2.10(b2.10(bc), Eurodollar LIBOR Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Revolving Loans being converted unless the Borrowers pay any amounts due to the Lenders pursuant to Section 2.11 as a result of such conversion and no such partial conversion of Eurodollar LIBOR Loans shall reduce the outstanding principal amount of such Eurodollar LIBOR Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (iib) unless the Required Lenders otherwise agree, Base Rate Loans may only not be converted into Eurodollar LIBOR Loans if no Default or any Event of Default is in existence on the proposed date of conversion and either the conversionAdministrative Agent or the Required Lenders have elected, upon notice to the Borrowers, to not permit such conversion in its or their sole discretion, and (iiic) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar LIBOR Loans than is permitted under Section 2.02. Each such conversion shall be effected by the relevant Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. (New York City time) at least (xi) in the case of conversions of Base Rate Loans into Eurodollar LIBOR Loans, three Business Days’ (or, with respect to Loans denominated in Euros or an Acceptable Foreign Currency, four Business Days’) prior written notice or telephonic notice promptly confirmed in writing and (yii) in the case of conversions of Eurodollar LIBOR Loans into Base Rate Loans, one Business Day’s prior written notice or telephonic notice promptly confirmed in writing (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the U.S. Dollar Denominated Revolving Loans to be so converted, the Borrowing or Borrowings pursuant to which such U.S. Dollar Denominated Revolving Loans were incurred and, if to be converted into Euro Rate LIBOR Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its U.S. Dollar Denominated Revolving Loans.

Conversions. The Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of the Loans into a Borrowing or Borrowings of another Type of Loan, provided that, that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted thereto and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, no Base Rate Loans may only be converted into Eurodollar Loans if no at any time when a Default or Event of Default is in existence on the date of the conversion, conversion if the Administrative Agent or the Required Banks have determined that such a conversion would be disadvantageous to the Banks and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under resulting from this Section 2.021.06 shall be limited in number as provided in Section 1.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office Office, prior to 2:00 P.M. 12:00 Noon (New York City time) ), at least three (x3) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ ' prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior written notice (each, or telephonic notice promptly confirmed in writing) (each a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings pursuant Type of Loans to which such Loans were incurred be converted into and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Loans.. 1.07

Conversions. The Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of the Loans (other than Swingline Loans which may not be converted pursuant made to this Section 2.06) made the Borrower pursuant to one or more Borrowings of one or more Types of Loans into a Borrowing or Borrowings of another Type of Loan, provided that, PROVIDED that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the applicable Minimum Borrowing Amount applicable theretoAmount, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only not be converted into Eurodollar Loans if no Default or any Event of Default is in existence on the date of the conversion, conversion if the Administrative Agent or the Required Banks have previously advised the Borrower that conversions will not be permitted while such Event of Default remains in existence and (iii) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02. Each such conversion (other than automatic conversions pursuant to the last paragraph of Section 1.09) shall be effected by the Borrower by Borrower's giving the Administrative Agent at the its Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ ' prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior written notice (each, each a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred made, the date of such conversion (which shall be a Business Day) and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing (of the same Tranche) of another Type of Loan, provided that, (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no a Default or Event of Default is in existence on the date of conversion, Base Rate Loans may not be converted into Eurodollar Loans if the conversionAdministrative Agent or the Required Lenders have so elected by notice to the Borrower, (iii) unless the Agents otherwise agree in their sole discretion or have determined that the Syndication Date has occurred (at which time this clause (iii) shall no longer be applicable), prior to the 90th day following the Initial Borrowing Date, conversions of Base Rate Loans into Eurodollar Loans shall be subject to the provisions of clause (B) of the proviso in each of Sections 1.01(a)(iii), 1.01(b)(iii), 1.01(c)(iii) and 1.01(d)(ii), and (iiiiv) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, each a “Notice of Conversion/Continuation”), in each case ) in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans. Upon any such conversion the proceeds thereof will be deemed to be applied directly on the day of such conversion to prepay the outstanding principal amount of the Loans being converted.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following occurring after the Initial Borrowing Closing Date, all or a portion equal to at least the Minimum Borrowing Amount (for the Type of Loan into which the conversion is being made), of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans under a single Tranche into a Borrowing or Borrowings of another Type of LoanLoan under such Tranche, provided that, (i) except as otherwise provided in Section 2.10(b), if Eurodollar Loans may be are converted into Base Rate Loans only on a date other than the last day of an Interest Period applicable to the Loans being converted and converted, the Borrower shall compensate the applicable Lenders for any breakage costs incurred in connection therewith as set forth in Section 1.12, (ii) no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable theretofor Eurodollar Loans, (iiiii) unless the Required Lenders otherwise agree, Base Rate Loans may only not be converted into Eurodollar Loans if no Default or any Event of Default is in existence exists on the date of the conversion, and (iiiiv) no conversion pursuant to this Section 2.06 1.07 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office Office, prior to 2:00 P.M. 12:00 Noon (New York City time) ), at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) substantially in the case form of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice Exhibit A-2 hereto (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, ) specifying the Borrowing or Borrowings pursuant to which such Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Revolving Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Revolving Loans into a Borrowing of another Type of Revolving Loan, ; provided that, (ia) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate ABR Loans only on the last day of an Interest Period applicable to the Revolving Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (iib) unless the Required Lenders otherwise agree, Base Rate ABR Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence 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 Loans than is permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 11:00 A.M. (New York City time) at least (xi) in the case of conversions of Base Rate ABR Loans into Eurodollar Loans, three Business Days’ prior notice and (yii) in the case of conversions of Eurodollar Loans into Base Rate ABR Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2B-2, appropriately completed to specify the Revolving Loans to be so converted, the Borrowing or Borrowings pursuant to which such Revolving Loans were incurred and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Revolving Loans.

Conversions. The Subject to the provisions of Section 1.10 hereof, the Borrower shall have the option to convertconvert (or, in the case of LIBOR Loans, continue) on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion equal to at least (which portion shall not be less than the Minimum Borrowing Amount and in integral multiples of $100,000) of the outstanding principal amount of the Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans owing by the Borrower into a Borrowing or Borrowings of another Type of Loan, ; provided that, that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar LIBOR Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and thereto, (ii) no such partial conversion of Eurodollar LIBOR Loans shall reduce the outstanding principal amount of such Eurodollar LIBOR Loans under the Loan Facility made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable theretoAmount, (iiiii) unless the Required Lenders otherwise agree, Base Rate Loans one Type of Loan may only be continued as or converted into Eurodollar LIBOR Loans if no Default or Event of Default is in existence on the date of the conversion, conversion and (iiiiv) no conversion Borrowings resulting from conversions pursuant to this Section 2.06 1.06 shall result be limited in a greater amount and number of Borrowings of Eurodollar Loans than is permitted under as provided in Section 2.021.02. Each such conversion (or continuation) shall be effected by the Borrower by giving the Administrative Agent at the Notice Agent's Office prior to 2:00 P.M. 10:00 A.M. (New York City time) at least three Business Days' (x) or one Business Day's in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (each, or telephonic notice promptly confirmed in writing) (each a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings pursuant proposed conversion/continuation date, the Type of Loans to which such Loans were incurred be converted into and, if to be converted into Euro Rate LIBOR Loans, the requested Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt Bank notice as promptly as practicable of any such proposed conversion affecting any of its Loans. Notwithstanding the foregoing or the provisions of Section 1.09, if a Default or Event of Default is in existence at the time any Interest Period in respect of any Borrowing of LIBOR Loans is to expire, such Loans may not be continued as LIBOR Loans but instead shall be automatically converted on the last day of such Interest Period into Base Rate Loans. If no Notice of Conversion has been duly 12 -6- delivered with respect to a LIBOR Loan on or before the third Business Day prior to the last day of the Interest Period applicable thereto, such LIBOR Loan shall be automatically converted into a Base Rate Loan. Except as provided in Section 1.10 hereof, a Notice of Conversion for conversion to or continuation of LIBOR Loans or for conversion to Base Rate Loans shall be irrevocable. The giving to the Agent of a Notice of Conversion with respect to Loans which are to be converted to or continued as LIBOR Loans shall be deemed to be a representation by the Borrower on the date of such Notice of Conversion that no Default or Event of Default has occurred and is continuing under this Agreement.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following occurring after the Initial Borrowing Effective Date, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Revolving Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Revolving Loans into a Borrowing of another Type of Revolving Loan, provided PROVIDED that, (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Revolving Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise specifically agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default under Section 10.01 or 10.05 and no Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three two Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s ' prior notice (each, each a “"Notice of Conversion/Continuation”), in each case in ") specifying the form of Exhibit A-2, appropriately completed to specify the Revolving Loans to be so converted, the Borrowing or Borrowings pursuant to which such Revolving Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion. Upon any such conversion affecting any the proceeds thereof will be deemed to be applied directly on the day of its Loanssuch conversion to prepay the outstanding principal amount of the Revolving Loans being converted. Swingline Loans may not be converted pursuant to this Section 1.06.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of the Loans (other than Swingline Loans which may not at all times shall be converted maintained as Base Rate Loans) owing pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans a single Facility into a Borrowing or Borrowings (under the same Facility) of another Type of Loan, provided that, that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted thereto and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02 and (iv) Swingline Loans may not be converted pursuant to this Section 1.06. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s ' prior notice (each, each a “"Notice of Conversion/Continuation”), in each case ") in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.061.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing (of the same Tranche) of another Type of Loan, provided that, (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to 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 Loans if no a Default or an Event of Default is in existence on the date of the conversionconversion and the Required Banks have by notice to the Borrower determined in their sole discretion that conversion is not appropriate, provided that no such notice shall be required if a Default or an Event of Default under Section 10.05 exists and is continuing, in which case Base Rate Loans may not be converted into Eurodollar Loans, and (iii) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 1:00 P.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s ' prior notice (each, each a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Loans. Swingline Loans may not be converted pursuant to this Section 1.06.

Conversions. The Borrower Borrowers shall have the option to convert, convert on ----------- any Business Day beginning three Business Days following occurring after the Initial Borrowing Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of the Loans (other than Swingline Loans which may not at all times shall be converted pursuant to this Section 2.06maintained as Base Rate Loans) made pursuant to one or more Borrowings of one or more Types of Loans owing by any Borrower into a Borrowing or Borrowings of another Type of Loan, ; provided that, that (i) except as otherwise -------- provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under resulting from this Section 2.021.06 shall be limited in number as provided in Section 1.02. Each such conversion shall be effected by the any Borrower by giving the Administrative Appropriate Agent at the its Appropriate Notice Office Office, prior to 2:00 P.M. 11:00 A.M. (New York City time) Relevant Currency Time), at least three Business Days' (x) or one Business Day's in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (or telephonic notice promptly confirmed in writing) (each, a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings pursuant Type of Loans to which such Loans were incurred be converted into and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent or the Multi-Currency Agent, as the case may be, shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount $10,000,000 (and, if greater, in integral multiples of $5,000,000) of the outstanding principal amount of Revolving Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Revolving Loans into a Borrowing of another Type of Revolving Loan, provided that, PROVIDED that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Revolving Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto$10,000,000, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02 and (iv) prior to June 1, 1998, no Revolving Loan may be converted into Eurodollar Loans. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office prior to 2:00 P.M. 11:00 A.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s ' prior notice (each, a “"Notice of Conversion/Continuation”), in each case in ") specifying the form of Exhibit A-2, appropriately completed to specify the Revolving Loans to be so converted, the Borrowing or Borrowings pursuant to which such Revolving Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Revolving Loans.

Conversions. The Borrower Borrowers shall have the option to convert, on any Business Day beginning three Business Days following occurring after the Initial Borrowing Effective Date, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans into a Borrowing of another Type of Loan, provided that, that (i) except as otherwise provided in Section 2.10(b1.08(b), Eurodollar Rate Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Rate Loans shall reduce the outstanding principal amount of such Eurodollar Rate Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise specifically agree, Base Rate Loans may only be converted into Eurodollar Rate Loans if no Specified Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 1.04 shall result in a greater number of Borrowings of Eurodollar Rate Loans than is permitted under Section 2.021.01 and (iv) unless the Administrative Agent has determined that the Syndication Date has occurred (at which time this clause (iv) shall no longer be applicable), prior to the 104th day after the Effective Date (or, if later, the last day of the Interest Period applicable to the fifth (5th) Borrowing of Eurodollar Rate Loans referred to in Section 1.01(a)), conversion of Base Rate Loans into Eurodollar Rate Loans may only be made if any such conversion is effective on the first day of the second, third, fourth and fifth Interest Periods referred to in clause (B) of the proviso appearing in Section 1.01(a). Each such conversion shall be effected by the Borrower Borrowers by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least three (x3) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, each a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2B, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred made and, if to be converted into Euro Eurodollar Rate Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loansconversion.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Term Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Term Loans into a Borrowing of another Type of Term Loan, provided that, (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Term Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to 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 Loans if no a Default or Event of Default is in existence on the date of the conversionconversion and the Administrative Agent (on behalf of the Required Lenders) has given written notice that no such conversion is permitted while such Default or Event of Default is continuing, (iii) unless the Administrative Agent has determined that the Syndication Date has occurred (at which time this clause (iii) shall no longer be applicable), prior to the 60th day after the Borrowing Date, conversions of Base Rate Loans into Eurodollar Loans may only be made if any such conversion is effective on the first day of the first or second Interest Period referred to in clause (B) of the proviso appearing in Section 2.01(iii) and so long as such conversion does not result in a greater number of Borrowings of Eurodollar Loans prior to the 60th day after the Borrowing Date as are permitted under Sections 2.01(iii), and (iiiiv) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 1:00 P.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case ) in the form of Exhibit A-2, appropriately completed to specify the Term Loans to be so converted, the Borrowing or Borrowings pursuant to which such Term Loans were incurred and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Term Loans.

Conversions. The Borrower shall have the option to convert, convert on ----------- any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of the Loans (other than Swingline Loans which may not be converted Loans) owing pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans a single Facility into a Borrowing or Borrowings pursuant to such Facility of another the other Type of Loan, provided that, that -------- (i) except as otherwise provided in Section 2.10(b), no conversion of Base Rate Loans into Eurodollar Loans may be converted into Base Rate made prior to the Syndication Date except for a conversion made on the first day of a PSD Interest Period, (ii) no conversions of Eurodollar Loans only may be made other than on the last day of an Interest Period applicable to the Loans being converted thereto and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (iiiii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default under Section 9.01 or Event of Default is in existence on the date of the conversion, conversion unless the Required Banks otherwise agree and (iiiiv) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under resulting from this Section 2.021.06 shall be limited in numbers as provided in Section 1.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office Office, prior to 2:00 1:00 P.M. (New York City time) ), at least three Business Days' (x) or one Business Day's, in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (each, or telephonic notice promptly confirmed in writing) (each a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings pursuant Type of Loans to which such Loans were incurred be converted into and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Term Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Term Loans into a Borrowing (of the same Tranche) of another Type of Term Loan, provided that, (i) except as otherwise provided in Section 2.10(b), Eurodollar LIBOR Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Term Loans being converted and no such partial conversion of Eurodollar LIBOR Loans shall reduce the outstanding principal amount of such Eurodollar LIBOR Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar LIBOR Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar LIBOR Loans than is permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 1:00 P.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar LIBOR Loans, three (3) Business Days’ prior notice and (y) in the case of conversions of Eurodollar LIBOR Loans into Base Rate Loans, one (1) Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the Term Loans to be so converted, the Borrowing or Borrowings pursuant to which such Term Loans were incurred and, if to be converted into Euro Rate LIBOR Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Term Loans.

Conversions. The Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following on and after the Initial Borrowing Date, Syndication Date all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of the Loans owing (other than Swingline Loans Loans, which may not at all times shall be converted maintained as Base Rate Loans) pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans a single Facility into a Borrowing or Borrowings pursuant to such Facility of another Type of Loan, provided that, PROVIDED that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such 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 Loans if no when a Default under Section 9.01 or an Event of Default is in existence on the date of the conversion, proposed conversion if either Agent or the Required Banks shall have determined in its or their sole discretion not to permit such conversion and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under resulting from this Section 2.021.06 shall be limited in number as provided in Section 1.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office Office, prior to 2:00 P.M. 10:00 A.M. (New York City time) ), at least three Business Days' (x) or two Business Days', in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (or telephonic notice promptly confirmed in writing) (each, a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings pursuant Type of Loans to which such Loans were incurred be converted into and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower (a) Workflow shall have the option to convert, convert on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of Dollar Revolving Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans Type into a Borrowing of another the other Type of LoanDollar Revolving Loans, provided that, that (i) except as otherwise provided in Section 2.10(b), no conversion of Base Rate Loans into Eurodollar Loans may be converted into Base Rate Loans only made prior to the Syndication Date except for a conversion made on the last first day of an a PSD Interest Period applicable to the Loans being converted and Period, (ii) no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (iiiii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iiiiv) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under resulting from this Section 2.021.07 shall be limited in number as provided in Section 1.02. Each such conversion shall be effected by the Borrower Workflow by giving the Administrative Agent at the Notice Office Office, prior to 2:00 P.M. 11:00 A.M. (New York City time) ), at least three Business Days' (x) or one Business Day's in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (each, or telephonic notice promptly confirmed in writing) (each a “"Notice of Conversion/Continuation”), in each case in ") specifying the form of Exhibit A-2, appropriately completed to specify the Dollar Revolving Loans to be so converted, the Borrowing or Borrowings pursuant Type of Dollar Revolving Loans to which such Loans were incurred be converted into and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its such Xxxxxx's Dollar Revolving Loans.

Conversions. The (a) Each Dollar Revolving Loan Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount (for the Type of Loan into which the conversion is being made), of the outstanding principal amount of Dollar Revolving Loans (other than Swingline Loans which may not be converted pursuant made to this Section 2.06) made such Dollar Revolving Loan Borrower pursuant to one or more Borrowings of one or more Types of Dollar Revolving Loans into a Borrowing of another Type of Dollar Revolving Loan, provided that, (i) except as otherwise provided in Section 2.10(b)Dollar Revolving Loans shall not be permitted to be converted into Alternate Currency Revolving Loans, (ii) if Eurodollar Loans may be are converted into Base Rate Loans only on a date other than the last day of an Interest Period applicable to the Loans being converted and converted, the respective Dollar Revolving Loan Borrower shall compensate the applicable Lenders for any breakage costs incurred in connection therewith as set forth in Section 1.12, (iii) no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the applicable Minimum Borrowing Amount applicable theretofor Eurodollar Loans, (iiiv) unless the Required Lenders otherwise agree, Base Rate Loans may only not be converted into Eurodollar Loans if no Default or any Event of Default is in existence exists on the date of the conversion, and (iiiv) no conversion pursuant to this Section 2.06 1.07 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02. Each such conversion shall be effected by the respective Dollar Revolving Loan Borrower by giving the Administrative Agent at the Notice Office Office, prior to 2:00 P.M. 12:00 Noon (New York City time) ), at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, ) specifying the Borrowing or Borrowings pursuant to which such Dollar Revolving Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Dollar Revolving Loans.

Conversions. The Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion (which portion shall be at least equal to at least the applicable Minimum Borrowing Amount Amount) of the outstanding principal amount of the Loans (other than Swingline Loans which may not be converted owing pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans the Facility into a Borrowing or Borrowings pursuant to the Facility of another Type of Loan; provided, provided thathowever, that (ia) except as otherwise provided in Section 2.10(b), if any Eurodollar Loans may be Loan is converted into Base Rate Loans only other than on the last day of an Interest Period applicable thereto Borrower shall pay to the Loans being converted and Banks all amounts related to such conversion that are due pursuant to Section 1.11, (b) no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (iic) unless the Required Lenders otherwise agree, no Base Rate Loans may only be converted into Eurodollar Loans if no at any time when a Default or Event of Default is in existence on the date of the conversion, conversion if the Administrative Agent or the Required Banks have reasonably determined that such a conversion would be disadvantageous to the Banks and (iiid) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under resulting from this Section 2.021.06 shall be limited in number as provided in Section 1.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office Office, prior to 2:00 P.M. 12:00 Noon (New York City time) ), at least three Business Days' (x) or one Business Day's, in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (each, or telephonic notice promptly confirmed in writing) (each a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings pursuant Type of Loans to which such Loans were incurred be converted into and, if to be converted into Euro Rate Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following occurring after the Initial Borrowing Date, all or a portion equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of the Loans (other than Swingline Loans which may not be converted owing pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans a single Tranche into a Borrowing or Borrowings pursuant to such Tranche of another Type of Loan, ; provided that, that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such 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 Loans if no Default a violation of Section 10.01 or 10.05 or an Event of Default is in existence on the date of the conversion, conversion and the Administrative Agent or the Required Banks have determined that such conversion at such time would be disadvantageous to the Banks and (iii) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s ' prior notice (each, each a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Loans. Upon any such conversion, the proceeds thereof will be deemed to be applied directly on the day of such conversion to repay the outstanding principal amount of the Loans being converted.

Conversions. The Borrower shall have the option to convert, subject to the conditions set forth below, on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans a single Tranche into a Borrowing or Borrowings (of the same Tranche) of another Type of Loan, provided that, that (i) except as otherwise provided in Section 2.10(b), if for any reason whatsoever any Eurodollar Loans may be are converted into Base Rate Loans only on a day which is not the last day of an Interest Period applicable to the Loans being converted and converted, the Borrower shall pay all amounts owing in connection therewith as required by Section 1.11, (ii) no such partial conversion of Eurodollar Loans a Borrowing shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (iiiii) unless the Required Lenders otherwise agreespecifically agree in writing, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iiiiv) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Eurodollar Borrowings of Eurodollar Loans than is permitted under Section 2.021.02 and (v) Swingline Loans may not be converted pursuant to this Section 1.06. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office prior to 2:00 1:00 P.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into a conversion to Eurodollar Loans, three Business Days’ ' prior notice and (y) in the case of conversions of Eurodollar Loans into a conversion to Base Rate Loans, one Business Day’s 's prior notice (each, a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings Borrowing(s) pursuant to which such Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion equal to at least the applicable Minimum Borrowing Amount for such Tranche of the outstanding principal amount of the Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06Loans) made to the Borrower pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing or Borrowings (of the same Tranche) of another Type of Loan, provided that, PROVIDED that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the applicable Minimum Borrowing Amount applicable theretofor such Tranche, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only not be converted into Eurodollar Loans if no Default or any Event of Default is in existence on the date of the conversionconversion if the Administrative Agent or the Majority Banks in respect of the applicable Tranche have previously advised the Borrower that conversions will not be permitted while such Event of Default remains in existence, and (iii) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02 and (iv) prior to the Syndication Date, no Loan may be converted into Eurodollar Loans except on the first day of a Pre-Syndication Interest Period. Each such conversion (other than automatic conversions pursuant to the last paragraph of Section 1.09) shall be effected by the Borrower by Borrower's giving the Administrative Agent at the its Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ ' prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior written notice (each, each a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred made, the date of such conversion (which shall be a Business Day) and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The US Borrower shall have the option to convert, convert ----------- on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of Dollar Revolving Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans Type into a Borrowing of another the other Type of LoanDollar Revolving Loans, provided that, that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders Banks otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default under Section 9.01 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 Loans than is permitted under resulting from this Section 2.021.06 shall be limited in number as provided in Section 1.02. Each such conversion shall be effected by the US Borrower by giving the Administrative Agent at the Notice Office Office, prior to 2:00 P.M. 12:00 Noon (New York City time) ), at least three Business Days' (x) or one Business Day's in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (each, or telephonic notice promptly confirmed in writing) (each a “"Notice of Conversion/Continuation”), in each case in ") specifying the form of Exhibit A-2, appropriately completed to specify the Dollar Revolving Loans to be so converted, the Borrowing or Borrowings pursuant Type of Dollar Revolving Loans to which such Loans were incurred be converted into and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its such Bank's Dollar Revolving Loans. No Swingline Loans, DM Loans or NLG Revolving Loans may be converted pursuant to this Section 1.06.