Common use of Interest Elections Clause in Contracts

Interest Elections. (a) Each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR Borrowing. A Co-Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. (b) To make an election pursuant to this Section 2.07, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 if such Co-Borrower were requesting a Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile or other electronic transmission to the Administrative Agent at the Applicable office of a written Interest Election Request signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.03: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then such Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-Borrower, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, (ii) unless repaid, each Eurodollar Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s duration.

Interest Elections. (a) Each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Borrowing, shall have an initial Interest Period as specified in such Borrowing Request Request. The Company, on its own behalf or designated by Section 2.03. Thereafteron behalf of a Pipeline Company Borrower, the applicable Co-Borrower may thereafter elect at any time and from time to time on any Business Day to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided2.06. The Company, howeveron its own behalf or on behalf of a Pipeline Company Borrower, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR Borrowing. A Co-Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. (b) To make an election pursuant to this Section 2.072.06, the applicable Co-a Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone by not later than 12:00 noon, New York City time, three Business Days before the time that a Borrowing Request would be required under Section 2.03 if such Co-Borrower were requesting a Borrowing of the Type resulting from such election to be made on the proposed effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile delivery or other electronic transmission telecopy to the Administrative Agent at the Applicable office of a written Interest Election Request in a form approved by the Administrative Agent and signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period”.” 2. If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then such Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-Borrower, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, (ii) unless repaid, each Eurodollar Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s duration.

Interest Elections. (a) Each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-The Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. This Section shall not apply to Swingline Borrowings, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone or through Electronic System, if arrangements for doing so have been approved by the Administrative Agent, by the time that a Borrowing Request would be required under Section 2.03 if such Co-the Borrower were requesting a Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile Electronic System or other electronic transmission fax to the Administrative Agent at the Applicable office of a written Interest Election Request in a form approved by the Administrative Agent and signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request (including requests submitted through Electronic System) shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-the Borrower, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaid, each Eurodollar Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Revolving Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR Borrowing. A Co-The Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. This Section 2.07 shall not apply to Swingline Borrowings, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 if such Co-the Borrower were requesting a Revolving Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile delivery or other electronic transmission telecopy to the Administrative Agent at the Applicable office of a written Interest Election Request in a form approved by the Administrative Agent and signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationABR Revolving Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-the Borrower, then, so long as an Event of Default is continuing (i) no outstanding Revolving Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaid, each Eurodollar Borrowing denominated in dollars shall be converted to an ABR Revolving Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Borrowing, shall have an initial Interest Period as specified in such Borrowing Request Request. The Company, on its own behalf or designated by Section 2.03. Thereafteron behalf of a Pipeline Company Borrower, the applicable Co-Borrower may thereafter elect at any time and from time to time on any Business Day to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided2.06. The Company, howeveron its own behalf or on behalf of a Pipeline Company Borrower, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR Borrowing. A Co-Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. (b) To make an election pursuant to this Section 2.072.06, the applicable Co-a Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone by not later than 12:00 noon, New York City time, three Business Days before the time that a Borrowing Request would be required under Section 2.03 if such Co-Borrower were requesting a Borrowing of the Type resulting from such election to be made on the proposed effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile delivery or other electronic transmission telecopy to the Administrative Agent at the Applicable office of a written Interest Election Request in a form approved by the Administrative Agent and signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period”.” If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then such Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-Borrower, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, (ii) unless repaid, each Eurodollar Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s duration.

Interest Elections. (a) Each Revolving Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Eurocurrency Revolving Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-Borrower Company may elect to convert such Borrowing to a different Type Type, in the case of Borrowings denominated in Dollars, or to continue such Borrowing and, in the case of a Eurodollar Eurocurrency Revolving Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-Borrower The Company may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. This Section shall not apply to Swingline Borrowings, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower Company shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 if such Co-Borrower the Company were requesting a Revolving Borrowing of the Type and denominated in the Foreign Currency resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile delivery or other electronic transmission telecopy to the Administrative Agent at the Applicable office of a written Interest Election Request in a form approved by the Administrative Agent and signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-BorrowerCompany. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Eurocurrency Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Eurocurrency Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar Eurocurrency Borrowing but does not specify an Interest Period, then the applicable Co-Borrower Company shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower Company fails to deliver a timely Interest Election Request with respect to a Eurodollar Eurocurrency Revolving Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an ABR Borrowing (unless such Borrowing is denominated in a Foreign Currency, in which case such Borrowing shall be continued as a Eurocurrency Borrowing with an Interest Period of one month’s durationduration commencing on the last day of such Interest Period). Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-Borrowerthe Company, then, so long as an Event of Default is continuing (i) no outstanding Revolving Borrowing denominated in dollars Dollars may be converted to or continued as a Eurodollar Eurocurrency Borrowing, (ii) unless repaid, each Eurodollar Eurocurrency Revolving Borrowing denominated in dollars Dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto thereto, and (iii) unless repaid, each Eurodollar Eurocurrency Revolving Borrowing denominated in an Alternative a Foreign Currency shall be continued as a Eurodollar Eurocurrency Revolving Borrowing with an Interest Period of one month’s duration.

Interest Elections. (a) Each Revolving Borrowing and Term Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Eurocurrency Rate Borrowing, shall have an initial Interest Period as specified in such the applicable Borrowing Request or designated by as otherwise provided in Section 2.032.03 or Section 2.05(f). Thereafter, the applicable Co-Borrower Representative may elect to convert such Borrowing to a Borrowing of a different Type (in the case of Dollar denominated Borrowings) or to continue such Borrowing and, in the case of a Eurodollar Eurocurrency Rate Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-The Borrower Representative may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. This Section shall not apply to Swingline Borrowings, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower Representative shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 if such Co-the Borrower Representative were requesting a Revolving Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile or other electronic transmission delivery to the Administrative Agent at the Applicable office of a an executed written Interest Election Request signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Request. Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Eurocurrency Rate Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Eurocurrency Rate Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” If any such Interest Election Request requests a Eurodollar Eurocurrency Rate Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (dc) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Section, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (ed) If the applicable Co-Borrower Representative fails to deliver a timely Interest Election Request with respect to a Eurodollar Eurocurrency Rate Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall (i) in the case of a Term Borrowing or Revolving Borrowing denominated in an Alternative Currency, be deemed to have selected continued as a Eurocurrency Rate Borrowing for an additional Interest Period of one month’s durationmonth or (ii) in the case of a Revolving Borrowing denominated in Dollars, be converted to an ABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default under clause (h) or (i) of Section 7.01 has occurred and is continuing with respect to a Borrower, or if any other Event of Default has occurred and is continuing and the Administrative Agent, at the request of a Majority in Interest of Lenders of any Class, has notified the Required Lenders, so notifies each Co-BorrowerBorrowers of the election to give effect to this sentence on account of such other Event of Default, then, in each such case, so long as an such Event of Default is continuing continuing, (i) no outstanding Borrowing of such Class denominated in dollars Dollars may be converted to or continued as a Eurodollar Eurocurrency Rate Borrowing, (ii) no outstanding Loans denominated in any currency other than Dollars may be continued for an Interest Period of more than one month’s duration and (iii) unless repaid, each Eurodollar Eurocurrency Rate Borrowing of such Class denominated in dollars Dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Revolving Borrowing, Incremental Term Loan Borrowing and Term Loan Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Borrowing, Borrowing shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-The Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. This Section shall not apply to Swingline Loans, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Revolving Borrowing Request would be required under Section 2.03 if such Co-the Borrower were requesting a Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile or other electronic transmission to the Administrative Agent at the Applicable office of a written Interest Election Request signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.03: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s three months’ duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Section, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-the Borrower, then, so long as an Event of Default is continuing continuing, (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaid, each Eurodollar Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Revolving Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar LIBOR Borrowing or a EURIBOR Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a Borrowing of a different Type or to continue such Borrowing and, in the case of a Eurodollar LIBOR Borrowing or a EURIBOR Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR Borrowingand on terms consistent with the other provisions of this Agreement. A Co-Borrower may elect different options with respect to different portions of the an affected Revolving Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, Borrowing and the Loans comprising each resulting from an election made with respect to any such portion shall be considered a separate Borrowing. This Section shall not apply to Swingline Borrowings, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-a Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 if such Co-Borrower were requesting a Revolving Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile fax or other electronic transmission email to the Administrative Agent at the Applicable office of a written Interest Election Request in a form approved by the Administrative Agent and signed by a Responsible Financial Officer on behalf of the applicable Borrower. Notwithstanding any other provision of this Section, a Borrower shall not be permitted to (i) change the currency of any Borrowing, (ii) elect an Interest Period for LIBOR Loans or authorized signatory EURIBOR Loans that does not comply with Section 2.02(d) or (previously certified as such to the Administrative Agentiii) of each Co-Borrowerconvert or continue any Competitive Borrowing. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the Type of the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar LIBOR Borrowing or a EURIBOR Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar LIBOR Revolving Borrowing or EURIBOR Revolving Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar LIBOR Revolving Borrowing or EURIBOR Revolving Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period, (i) in the case of a LIBOR Revolving Borrowing denominated in US Dollars, such Borrowing shall be deemed converted to have selected an ABR Revolving Borrowing and (ii) in the case of any other LIBOR Revolving Borrowing or a EURIBOR Revolving Borrowing, such Borrowing shall be continued as a Borrowing of the applicable Type for an Interest Period of one month’s duration. . (f) Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-Borrowerthe Borrowers, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars US Dollars may be converted to or continued as a Eurodollar Borrowing, LIBOR Borrowing and (ii) unless repaid, each Eurodollar LIBOR Borrowing denominated in dollars US Dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Eurocurrency Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Eurocurrency Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR Borrowing. A Co-The Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. (b) . This Section 2.07 shall not apply to Swingline Borrowings, which may not be converted or continued. To make an election pursuant to this Section 2.07, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone by (i) in the time that case of an election to convert to or continue a Borrowing Request would be required under Section 2.03 if such Co-Borrower were requesting a Borrowing Eurocurrency Borrowing, not later than 2:00 p.m., New York City time, three Business Days before the effective date of the Type resulting from such election or (ii) in the case of an election to be made on convert to or continue an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day before the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile transmission or other electronic transmission PDF attachment to an e-mail to the Administrative Agent at the Applicable office of a written Interest Election Request signed by a Responsible Officer substantially in the form of Exhibit G (or authorized signatory (previously certified such other form as such to may be agreed between the Borrower and the Administrative Agent) of each Co-and signed by the Borrower. (ca) Each telephonic and written Interest Election Request shall be irrevocable and shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Eurocurrency Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Eurocurrency Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” If ”; provided that if any such Interest Election Request requests a Eurodollar Eurocurrency Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (db) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each applicable Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (ec) If the applicable Co-Borrower fails Parties fail to deliver a timely Interest Election Request with respect to a Eurodollar Eurocurrency Borrowing two Business Days prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed to have selected continued as a Eurocurrency Borrowing having an Interest Period of one month’s duration. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the written request (including a request through electronic means) of the Required Lenders, so notifies each Co-the Borrower, then, so long as an Event of Default is continuing continuing, (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Eurocurrency Borrowing and (ii) unless repaid, each Eurodollar Eurocurrency Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Eurocurrency Borrowing, shall have an initial Interest Period and shall be denominated in such Currency, in each case as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-a Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Eurocurrency Borrowing, may elect Interest Periods and Currencies therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-a Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 2.02 if such Co-Borrower were requesting a Borrowing of the Type and Currency resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile delivery or other electronic transmission telecopy to the Administrative Agent at the Applicable office of a written Interest Election Request in a form approved by the Administrative Agent and signed by a Responsible Officer or authorized signatory (previously certified as such Borrower. Notwithstanding any other provision of this Section, no Borrower shall be permitted to change the Administrative Agent) currency of each Co-Borrowerany Borrowing. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Eurocurrency Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Eurocurrency Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar Eurocurrency Borrowing but does not specify an Interest Period, then the applicable Co-Borrower making such Interest Election Request shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-a Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Eurocurrency Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower shall be deemed to have selected an Interest Period such Borrowing shall (i) in the case of one month’s durationa Borrowing denominated in Dollars, be converted to an ABR Borrowing and (ii) in the case of a Borrowing denominated in an Optional Currency, be converted to an ABR Borrowing (denominated in Dollars) in an amount equal to the Dollar Equivalent of such Eurocurrency Borrowing on the last day of such Interest Period. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-BorrowerWIL, then, so long as an Event of Default is continuing (i1) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Eurocurrency Borrowing and (ii2) unless repaid, each Eurodollar Eurocurrency Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto (A) in the case of a Borrowing denominated in Dollars, be converted to an ABR Borrowing, and (iiiB) unless repaid, each Eurodollar in the case of a Borrowing denominated in an Alternative Currency shall Optional Currency, be continued as a Eurodollar converted to an ABR Borrowing with (denominated in Dollars) in an amount equal to the Dollar Equivalent of such Eurocurrency Borrowing on the last day of such Interest Period of one month’s durationPeriod.

Interest Elections. (a) Each Revolving Borrowing initially shall be of the Type specified in the applicable Borrowing Request (or designated by Section 2.03 an ABR Borrowing if no Type is specified) and, in the case of a Eurodollar Revolving Borrowing, shall have an initial Interest Period as specified in such Borrowing Request (or designated by Section 2.03one month if no Interest Period is specified). Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Revolving Borrowing, may elect Interest Periods therefor, all as provided in this Section. Borrower may, subject to the requirements of Section 2.07; provided2.2(c), however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR Borrowing. A Co-Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. This Section shall not apply to Competitive Borrowings, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the Global Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 2.3 if such Co-Borrower were requesting a Revolving Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile delivery or other electronic transmission telecopy to the Global Administrative Agent at the Applicable office of a written Interest Election Request signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.2: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “"Interest Period.” ". If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s 's duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Global Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s 's portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Revolving Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Global Administrative Agent, at the request of the Required Lenders, so notifies each Co-Borrower, then, so long as an Event of Default is continuing continuing, (i) no outstanding Revolving Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaidrepaid and provided the Indebtedness has not been accelerated pursuant to Section 8.3, each Eurodollar Revolving Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Revolving Borrowing initially shall be of the Type specified in the applicable Notice of Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar BorrowingBorrowing of LIBO Rate Loans, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Notice of Borrowing. Thereafter, the applicable Co-Lead Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar BorrowingBorrowing of LIBO Rate Loans, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR Borrowing2.08. A Co-The Lead Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. Notwithstanding anything to the contrary, the Lead Borrower shall not be entitled to request any conversion or continuation that, if made, would result in more than ten (10) Borrowings of LIBO Rate Loans outstanding hereunder at any one time. This Section 2.08 shall not apply to Swingline Loans, which may not be converted or continued. (b) To make an election pursuant to this Section 2.072.08, the applicable Co-Lead Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone or electronic transmission (if arrangements for doing so have been approved by the Administrative Agent, which approval shall not be unreasonably withheld, delayed or conditioned) by the time that a Notice of Borrowing Request would be required under Section 2.03 if such Co-the Lead Borrower were was requesting a Revolving Borrowing of the Type resulting from such election to be made on the effective date of such election, subject to Section 3.05. Each such telephonic Interest Election Request shall be irrevocable and Notice of Conversion/Continuation shall be confirmed promptly by hand delivery, facsimile delivery or other electronic transmission telecopy to the Administrative Agent at the Applicable office of a written Interest Election Request signed Notice of Conversion/Continuation substantially in the form of Exhibit A-2, unless otherwise agreed to by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Agent and the Lead Borrower. (c) Each telephonic and written Interest Election Request Notice of Conversion/Continuation shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request Notice of Conversion/Continuation applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election RequestNotice of Conversion/Continuation, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR a Borrowing of Base Rate Loans or a Eurodollar BorrowingBorrowing of LIBO Rate Loans; and (iv) if the resulting Borrowing is to be a Eurodollar BorrowingBorrowing of LIBO Rate Loans, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request Notice of Conversion/Continuation requests a Eurodollar Borrowing of LIBO Rate Loans but does not specify an Interest Period, then the applicable Co-Lead Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Notice of Conversion/Continuation, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request Notice of Conversion/Continuation with respect to a Eurodollar Borrowing of LIBO Rate Loans is not timely delivered prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period a Borrowing of one month’s durationBase Rate Loans. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-the Lead Borrower, then, so long as an after the occurrence and during the continuance of such Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing of LIBO Rate Loans and (ii) unless repaid, each Eurodollar Borrowing denominated in dollars of LIBO Rate Loans shall be converted to an ABR a Borrowing of Base Rate Loans at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-Borrower Borrowers may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-Borrower The Borrowers may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower Borrowers shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 if such Co-Borrower were requesting a Borrowing of the Type resulting from such election to be made on not later than 11:00 a.m. three Business Days before the effective date of such the proposed election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile e-mail or other electronic transmission telecopy to the Administrative Agent at the Applicable office of a written Interest Election Request substantially in the form of Exhibit J and signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-BorrowerBorrowers. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.2: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and through (ivvi) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and; (iv) if the resulting Borrowing is to an ABR Borrowing, the aggregate amount (which shall be an integral multiple of $100,000 and not less than $500,000); (v) if the resulting Borrowing is a Eurodollar Borrowing, the aggregate amount (which shall be an integral multiple of, and not less than, $1,000,000); and (vi) if the resulting Borrowing is a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower Borrowers shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails Borrowers fail to deliver a timely Interest Election Request with respect to a Eurodollar Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed to have selected continued as a Eurodollar Borrowing with an Interest Period of one month’s duration, subject to the following sentence. Notwithstanding any contrary provision hereof, (i) if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, Agent so notifies each Co-Borrowerthe Borrowers, then, so long as an Event of Default is continuing (iA) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (iiB) unless repaid, each Eurodollar Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iiiii) unless repaidno Revolving Loan Borrowing or Term Loan Borrowing may be made as, each Eurodollar Borrowing denominated in an Alternative Currency shall be converted into or be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationending after the Maturity Date.

Interest Elections. (a) Each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Eurocurrency Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by as otherwise provided in Section 2.03. Thereafter, the applicable Co-Borrower Company may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Eurocurrency Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR Borrowingand on terms consistent with the other provisions of this Agreement. A Co-Borrower The Company may elect different options with respect to different portions of the an affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Revolving Borrowing. This Section shall not apply to Swingline Loans, which may not be converted or continued pursuant to this Section 2.08. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower Company shall notify the Administrative Applicable Agent at the Applicable Office of such election in writing, by facsimile or other electronic communication, or, in the case of the Administrative Agent only, by telephone by the time that a Borrowing Request would be required under Section 2.03 if such Co-Borrower the Company were requesting a Revolving Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and and, in the case of a telephonic request, shall be confirmed promptly by hand delivery, facsimile or other electronic transmission communication to the Administrative Applicable Agent at the Applicable office of a written Interest Election Request in a form approved by the Administrative Agent and signed by the Company. Notwithstanding any contrary provision herein, this Section shall not be construed to permit the Company to (i) change the currency of any Borrowing, (ii) elect an Interest Period for Eurocurrency Loans that does not comply with Section 2.02(d) or (iii) convert any Borrowing to a Responsible Officer Borrowing of a Type not available under the Class of Commitments pursuant to which such Borrowing was made or authorized signatory (previously certified as for the currency of such to the Administrative Agent) of each Co-BorrowerBorrowing. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the Type of the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Eurocurrency Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar Eurocurrency Borrowing but does not specify an Interest Period, then the applicable Co-Borrower Company shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Applicable Agent shall advise each Lender of the applicable Class holding a Loan to which such request relates of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower Company fails to deliver a timely Interest Election Request with respect to a Eurodollar Eurocurrency Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then such Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request end of the Required Lenderssuch Interest Period, so notifies each Co-Borrower, then, so long as an Event of Default is continuing such Borrowing shall (i) no outstanding in the case of a Borrowing denominated in dollars may be converted to or continued as a Eurodollar BorrowingUS Dollars, (ii) unless repaid, each Eurodollar Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iiiii) unless repaidin the case of any other Eurocurrency Borrowing, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an become due and payable on the last day of such Interest Period of one month’s durationPeriod.

Interest Elections. (a) Each Revolving Borrowing and Term Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by in accordance with Section 2.03 and, in the case of a Eurodollar Eurocurrency Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by in accordance with Section 2.03. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Eurocurrency Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-The Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone in writing by the time that a Borrowing Request would be required under Section 2.03 if such Co-the Borrower were requesting a Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic written Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile or other electronic transmission to the Administrative Agent at the Applicable office of a written Interest Election Request signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrowerirrevocable. (c) Each telephonic and written Interest Election Request shall be in writing and shall specify the following information in compliance with Section 2.03: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Eurocurrency Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Eurocurrency Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” If any such Interest Election Request requests a Eurodollar Eurocurrency Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Section, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Eurocurrency Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed to have selected continued as a Eurocurrency Borrowing with an Interest Period of one month’s duration. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-the Borrower, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Eurocurrency Borrowing and (ii) unless repaid, each Eurodollar Eurocurrency Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the applicable Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationPeriod.

Interest Elections. (a) Each Revolving Borrowing and Tranche B Term Loan Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or as designated by Section 2.03. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR Borrowing. A Co-The Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. This Section 2.07 shall not apply to Swingline Loans, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 if such Co-the Borrower were requesting a Revolving Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile delivery or other electronic transmission telecopy to the Administrative Agent at the Applicable office of a written Interest Election Request signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing);, (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day;, (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; , and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s duration. ABR Borrowing. (f) Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-the Borrower, then, so long as an Event of Default is continuing continuing, (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaid, each Eurodollar Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Term SOFR Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-Borrower Representative may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Term SOFR Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-The Borrower Representative may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. This Section shall not apply to Swingline Borrowings, Overadvances or Protective Advances, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower Representative shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 if such Co-Borrower the Borrowers were requesting a Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, delivery or facsimile or other electronic transmission to the Administrative Agent at the Applicable office of a written Interest Election Request in a form approved by the Administrative Agent and signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-BorrowerBorrower Representative. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.03: 2.02: (i) the name of the applicable Borrower and the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); ; (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; ; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Type of Borrowing; and and (iv) if the resulting Borrowing is to be a Eurodollar Term SOFR Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar Borrowing Term SOFR Borrowing, but does not specify an Interest Period, then the applicable Co-Borrower Borrowers shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender▇▇▇▇▇▇’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower Representative fails to deliver a timely Interest Election Request with respect to a Eurodollar Term SOFR Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period, such Borrowing shall be deemed converted to have selected an Interest Period of one month’s duration. ABR Borrowing. (f) Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-Borrowerthe Borrower Representative (provided that no such notice shall be required in the case of an Event of Default under clause (e) of Article VII), then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Term SOFR Borrowing, and (ii) unless repaid, each Eurodollar Term SOFR Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03or, if no Interest Period is so specified, of one month’s duration. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-The Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone by (i) 11:00 a.m., New York City time, three Business Days before the time that a Borrowing Request would be required under Section 2.03 if such Co-Borrower were requesting a Borrowing date of the Type resulting from such election proposed election, or (ii) in the case of a conversion to be made an ABR Borrowing, not later than 11:00 a.m., New York City time, on the effective date of such electionthe proposed conversion. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile delivery or other electronic transmission telecopy to the Administrative Agent at the Applicable office of a written Interest Election Request signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-the Borrower, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaid, each Eurodollar Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Borrowing, and shall have an initial Interest Period as specified in such Borrowing Request or designated by as otherwise provided in Section 2.032.3. Thereafter, the applicable Co-Borrower Borrowers may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Eurocurrency Rate Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-Borrower The Borrowers may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. (ba) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower Borrowers shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 2.3 if such Co-Borrower the Borrowers were requesting a Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand deliverydelivery or telecopy (or, facsimile or other if arrangements for doing so have been approved by the Administrative Agent, electronic transmission communication) to the Administrative Agent at the Applicable office of a written Interest Election Request in a form approved by the Administrative Agent and signed by the Borrowers. Notwithstanding any other provision of this Section, the Borrowers shall not be permitted to convert any Borrowing to a Responsible Officer or authorized signatory (previously certified as such Type not available pursuant to the Administrative Agent) terms of each Co-Borrowerthis Agreement. (cb) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.2: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR a Base Rate Borrowing or a Eurodollar Eurocurrency Rate Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Eurocurrency Rate Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” If any such Interest Election Request requests a Eurodollar Eurocurrency Rate Borrowing but does not specify an Interest Period, then the applicable Co-Borrower Borrowers shall be deemed to have selected an Interest Period of one month’s duration. (dc) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (ed) If the applicable Co-Borrower fails Borrowers fail to deliver a timely Interest Election Request with respect to a Eurodollar Eurocurrency Rate Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationa Base Rate Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-Borrowerthe Borrowers, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Eurocurrency Rate Borrowing and (ii) unless repaid, each Eurodollar Eurocurrency Rate Borrowing denominated in dollars shall be converted to an ABR become a Base Rate Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Revolving Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Revolving Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Revolving Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-The Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. This Section shall not apply to Swingline Loans or Uncommitted Swingline Loans, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 if such Co-the Borrower were requesting a Revolving Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, delivery or electronic communication or facsimile or other electronic transmission to the Administrative Agent at the Applicable office of a written Interest Election Request in the form attached as Exhibit E hereto or another form approved by the Administrative Agent and signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Revolving Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-the Borrower, then, so long as an Event of Default is continuing (i) no outstanding Revolving Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaid, each Eurodollar Revolving Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-The Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone or e-mail by the time that a Borrowing Request would be required under Section 2.03 if such Co-the Borrower were requesting a Revolving Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and and, in the case of a telephonic Interest Election Request, shall be confirmed promptly by hand delivery, facsimile email or other electronic transmission telecopy to the Administrative Agent at the Applicable office of a written Interest Election Request signed in the form attached hereto as Exhibit F or as otherwise agreed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Agent and the Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing, a LIBOR Daily Borrowing (if a Revolving Borrowing), or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Borrowing prior to the end of the Interest Period applicable theretothereto or fails to specify the Type of Borrowing in an Interest Election Request, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed to have selected continued as a Eurodollar Borrowing with an Interest Period of one month’s duration. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required LendersFacility Lenders under the applicable Facility, so notifies each Co-the Borrower, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars under such Facility may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaid, each Eurodollar Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Borrowing denominated in Dollars initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Eurocurrency Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-each Borrower may elect elect, in the case of a Borrowing denominated in Dollars, to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Eurocurrency Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-Each Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. This Section shall not apply to Swingline Borrowings, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-a Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 if such Co-Borrower were requesting a Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile delivery or other electronic transmission telecopy to the Administrative Agent at the Applicable office of a written Interest Election Request signed in a form approved by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.03: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07, the Administrative Agent shall advise each Lender of and signed by the applicable Class of the details thereof and of such Lender’s portion of each resulting BorrowingBorrower. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then such Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-Borrower, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, (ii) unless repaid, each Eurodollar Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s duration.

Interest Elections. (a) Each Except as provided in Sections 2.07(f) and 2.13, at any time prior to the Time Warner Assignment Date, the Borrower may not make an election with respect to the Type of any Borrowing hereunder, and all Borrowings shall be Eurodollar Borrowings; provided that the Borrower may make elections with respect to the Interest Period applicable to such Borrowings in accordance with the procedures for such election set forth in this Section. (b) Subject to the foregoing paragraph (a), each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-The Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. (bc) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 if such Co-Borrower were requesting a Borrowing of set forth in Schedule 2.03(A) with respect to the Type resulting of Borrowing to result from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, delivery or facsimile or other electronic transmission to the Administrative Agent at the Applicable office of a written Interest Election Request in a form approved by the Administrative Agent and signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (cd) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) subject to the limitations set forth in Section 2.07(a), whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (de) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (ef) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period, such Borrowing shall be deemed to have selected an continued as a Eurodollar Borrowing, as the case may be, having a one month Interest Period of one month’s durationPeriod. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-the Borrower, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaid, each Eurodollar Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Term SOFR Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03. Thereafter, the applicable Co-Borrower Company may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Term SOFR Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-Borrower The Company may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower Company shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 if such Co-Borrower were the Company was requesting a Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly made by hand delivery, facsimile or other electronic transmission delivery to the Administrative Agent at the Applicable office of a written Interest Election Request signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-BorrowerCompany. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.03: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Term SOFR Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Term SOFR Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” and permitted under Section 2.02(d). If any such Interest Election Request requests a Eurodollar Term SOFR Borrowing but does not specify an Interest Period, then the applicable Co-Borrower Company shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender▇▇▇▇▇▇’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower Company fails to deliver a timely Interest Election Request with respect to a Eurodollar Term SOFR Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and (except in the case of an Event of Default under clause (h) or (i) of Article VII) the Administrative Agent, at the request of the Required Lenders, so notifies each Co-Borrowerthe Company, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Term SOFR Borrowing and (ii) unless repaid, each Eurodollar Term SOFR Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Standby Borrowing initially shall be of the Type specified in the applicable Standby Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Standby Borrowing, shall have an initial Interest Period as specified in such Standby Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a Borrowing of a different Type or to continue such Borrowing and, in the case of a Eurodollar Standby Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-The Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. This Section shall not apply to Competitive Borrowings or Swingline Borrowings, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election (each, an “Interest Election Request”) by telephone by the time that a Standby Borrowing Request would be required under Section 2.03 2.04 if such Co-the Borrower were requesting a Standby Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile delivery or other electronic transmission telecopy to the Administrative Agent at the Applicable office of a written Interest Election Request in a form approved by the Agent and signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Standby Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-the Borrower, then, so long as an Event of Default is continuing (i) no outstanding Standby Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaid, each Eurodollar Standby Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Revolving Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Eurocurrency Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-Borrower Company may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Eurocurrency Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR Borrowingand on terms consistent with the other provisions of this Agreement. A Co-Borrower The Company may elect different options with respect to different portions of the an affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Revolving Borrowing. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower Company shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 if such Co-Borrower the Company were requesting a Revolving Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile delivery or other electronic transmission telecopy to the Administrative Agent at the Applicable office of a written Interest Election Request in a form approved by the Administrative Agent and signed by a Responsible Officer or authorized signatory (previously certified as such the Company. Notwithstanding any contrary provision herein, this Section shall not be construed to permit the Administrative Agent) of each Co-BorrowerCompany to elect an Interest Period for Eurocurrency Loans that does not comply with Section 2.02(d). (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the Type of the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Eurocurrency Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “"Interest Period.” ". If any such Interest Election Request requests a Eurodollar Eurocurrency Borrowing but does not specify an Interest Period, then the applicable Co-Borrower Company shall be deemed to have selected an Interest Period of one month’s 's duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class holding a Loan to which such request relates of the details thereof and of such Lender’s 's portion of each resulting Borrowing. (e) If the applicable Co-Borrower Company fails to deliver a timely Interest Election Request with respect to a Eurodollar Eurocurrency Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then such Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request end of the Required Lenderssuch Interest Period, so notifies each Co-Borrower, then, so long as an Event of Default is continuing (i) no outstanding such Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, (ii) unless repaid, each Eurodollar Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationBorrowing.

Interest Elections. (a) Each Borrowing (other than a Borrowing of Swingline Loans) initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Eurocurrency Rate Borrowing or an Alternative Currency Term Rate Borrowing, shall have an initial Interest Period as specified in such the applicable Borrowing Request or designated by as otherwise provided in Section 2.03. Thereafter, the applicable Co-relevant Borrower may elect to convert such Borrowing to a Borrowing of a different Type or to continue such Borrowing and, in the case of a Eurodollar Eurocurrency Rate Borrowing or an Alternative Currency Term Rate Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR Borrowing2.08. A Co-Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. (b) To make an election pursuant to this Section 2.072.08, a Borrower, or the applicable Co-Borrower Company on its behalf, shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 if such Co-Borrower were Borrower, or the Company on its behalf, was requesting a Borrowing of the Type resulting from such election to be made on the effective date of such electionelection (it being understood and agreed that such an election may be made prior to the Closing Date). Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile or other electronic transmission delivery to the Administrative Agent at the Applicable office of a an executed written Interest Election Request signed by a Responsible Officer or authorized signatory (previously certified as such to in accordance with the Administrative Agent) of each Co-Borrower. (c) notice provisions set forth in Section 9.01. Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the name of the applicable Borrower and the Borrowing (including the Class and Type thereof) to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) with respect to any Borrowing denominated in Dollars, whether the resulting Borrowing is to be an ABR a Base Rate Borrowing or a Eurodollar Eurocurrency Rate Borrowing and, in the case of a Borrowing consisting of Revolving Loans, whether such Borrowing is to be a Dollar Tranche Revolving Borrowing or a Multicurrency Tranche Revolving Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Eurocurrency Rate Borrowing or an Alternative Currency Term Rate Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar Eurocurrency Rate Borrowing or an Alternative Currency Term Rate Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (dc) Promptly following receipt of an Interest Election Request in accordance with this Section 2.072.08, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (ed) If the applicable Co-relevant Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Eurocurrency Rate Borrowing or an Alternative Currency Term Rate Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed to have selected continued as a Eurocurrency Rate Borrowing or as an Alternative Currency Term Rate Borrowing in the original currency, as applicable, for an additional Interest Period of one month’s duration. Notwithstanding any contrary provision hereof, if an Event of Default under clause (h) or (i) of Article VII has occurred and is continuing with respect to the Company or any Borrower, or if any other Event of Default has occurred and is continuing and the Administrative Agent, at the request of a Majority in Interest of Lenders of any Class, has notified the Required Lenders, so notifies each Co-BorrowerCompany of the election to give effect to this sentence on account of such other Event of Default, then, in each such case, so long as an such Event of Default is continuing continuing, (i) no outstanding Borrowing denominated in dollars of such Class may be converted to or continued as a Eurodollar Eurocurrency Rate Borrowing, (ii) unless repaid, each Eurodollar Eurocurrency Rate Borrowing denominated in dollars of such Class shall be converted to an ABR a Base Rate Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an any outstanding Alternative Currency Term Rate Borrowing of such Class shall be continued as a Eurodollar Borrowing Eurocurrency Rate Loans in their original currency with an Interest Period of one month’s duration. Except as otherwise provided in Section 2.15 and Section 2.19(b), no Borrowing or Loan may be converted into or continued as a Borrowing denominated in a different currency, but instead must be prepaid in the original currency of such Borrowing and reborrowed in the other currency. (e) After giving effect to all Interest Election Requests, the number of Interest Periods in effect shall not at any time exceed the maximum number of Interest Periods permitted pursuant to Section 2.02(c).

Interest Elections. (a) Each Revolving Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Revolving Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-Borrower Borrowers may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Revolving Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-Borrower The Borrowers may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. This Section shall not apply to Swingline Borrowings, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, HHC, as agent for the applicable Co-Borrower Borrowers, shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 if such Co-Borrower the Borrowers were requesting a Revolving Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile delivery or other electronic transmission telecopy to the Administrative Agent at the Applicable office of a written Interest Election Request Request, substantially in the form of EXHIBIT D hereto, and signed by a Responsible Officer or authorized signatory (previously certified HHC, as such to agent for the Administrative Agent) of each Co-BorrowerBorrowers. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “"Interest Period.” ". If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower Borrowers shall be deemed to have selected an Interest Period of one month’s 's duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s 's portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails Borrowers fail to deliver a timely Interest Election Request with respect to a Eurodollar Revolving Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-HHC, as agent for the Borrower, then, so long as an Event of Default is continuing (i) no outstanding Revolving Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaid, each Eurodollar Revolving Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Borrowing (other than a Borrowing of Swingline Loans) initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Term SOFR Borrowing or an Alternative Currency Term Rate Borrowing, shall have an initial Interest Period as specified in such the applicable Borrowing Request or designated by as otherwise provided in Section 2.03. Thereafter, the applicable Co-relevant Borrower may elect to convert such Borrowing to a Borrowing of a different Type or to continue such Borrowing and, in the case of a Eurodollar Term SOFR Borrowing or an Alternative Currency Term Rate Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR Borrowing2.08. A Co-Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. (b) To make an election pursuant to this Section 2.072.08, a Borrower, or the applicable Co-Borrower Company on its behalf, shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 if such Co-Borrower were Borrower, or the Company on its behalf, was requesting a Borrowing of the Type resulting from such election to be made on the effective date of such electionelection (it being understood and agreed that such an election may be made prior to the Closing Date). Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile or other electronic transmission delivery to the Administrative Agent at the Applicable office of a an executed written Interest Election Request signed by a Responsible Officer or authorized signatory (previously certified as such to in accordance with the Administrative Agent) of each Co-Borrower. (c) notice provisions set forth in Section 9.01. Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the name of the applicable Borrower and the Borrowing (including the Class and Type thereof) to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) with respect to any Borrowing denominated in Dollars, whether the resulting Borrowing is to be an ABR a Base Rate Borrowing or a Eurodollar Term SOFR Borrowing and, in the case of a Borrowing consisting of Revolving Loans, whether such Borrowing is to be a Dollar Tranche Revolving Borrowing or a Multicurrency Tranche Revolving Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Term SOFR Borrowing or an Alternative Currency Term Rate Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar Term SOFR Borrowing or an Alternative Currency Term Rate Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (dc) Promptly following receipt of an Interest Election Request in accordance with this Section 2.072.08, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender▇▇▇▇▇▇’s portion of each resulting Borrowing. (ed) If the applicable Co-relevant Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Term SOFR Borrowing or an Alternative Currency Term Rate Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed to have selected continued as a Term SOFR Borrowing or as an Alternative Currency Term Rate Borrowing in the original currency, as applicable, for an additional Interest Period of one month’s duration. Notwithstanding any contrary provision hereof, if an Event of Default under clause (h) or (i) of Article VII has occurred and is continuing with respect to the Company or any Borrower, or if any other Event of Default has occurred and is continuing and the Administrative Agent, at the request of a Majority in Interest of Lenders of any Class, has notified the Required Lenders, so notifies each Co-BorrowerCompany of the election to give effect to this sentence on account of such other Event of Default, then, in each such case, so long as an such Event of Default is continuing continuing, (i) no outstanding Borrowing denominated in dollars of such Class may be converted to or continued as a Eurodollar Term SOFR Borrowing, (ii) unless repaid, each Eurodollar Term SOFR Borrowing denominated in dollars of such Class shall be converted to an ABR a Base Rate Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an any outstanding Alternative Currency Term Rate Borrowing of such Class shall be continued as a Eurodollar Borrowing Term SOFR Loans in their original currency with an Interest Period of one month’s duration. Except as otherwise provided in Section 2.15 and Section 2.19(b), no Borrowing or Loan may be converted into or continued as a Borrowing denominated in a different currency, but instead must be prepaid in the original currency of such Borrowing and reborrowed in the other currency. (e) After giving effect to all Interest Election Requests, the number of Interest Periods in effect shall not at any time exceed the maximum number of Interest Periods permitted pursuant to Section 2.02(c).

Interest Elections. (a) Each Revolving Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Revolving Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Revolving Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-The Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. This Section shall not apply to Swingline Borrowings or Uncommitted Swingline Borrowings, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 if such Co-the Borrower were requesting a Revolving Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, delivery or electronic communication or facsimile or other electronic transmission to the Administrative Agent at the Applicable office of a written Interest Election Request in a form approved by the Administrative Agent and signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Revolving Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-the Borrower, then, so long as an Event of Default is continuing (i) no outstanding Revolving Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaid, each Eurodollar Revolving Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Revolving Borrowing initially shall be of the Type specified in the applicable Borrowing Request (or designated by Section 2.03 an ABR Borrowing if no Type is specified) and, in the case of a Eurodollar Revolving Borrowing, shall have an initial Interest Period as specified in such Borrowing Request (or designated by Section 2.03one month if no Interest Period is specified). Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Revolving Borrowing, may elect Interest Periods therefor, all as provided in this Section. Borrower may, subject to the requirements of Section 2.07; provided2.2(c), however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR Borrowing. A Co-Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. This Section shall not apply to Competitive Borrowings, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the Global Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 2.3 if such Co-Borrower were requesting a Revolving Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile delivery or other electronic transmission telecopy to the Global Administrative Agent at the Applicable office of a written Interest Election Request signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.2: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “"Interest Period.” ". If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s 's duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Global Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s 's portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Revolving Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Global Administrative Agent, at the request of the Required Lenders, so notifies each Co-Borrower, then, so long as an Event of Default is continuing continuing, (i) no outstanding Revolving Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaidrepaid and provided the Indebtedness has not been accelerated pursuant to Section 8.3, each Eurodollar Revolving Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Revolving Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Revolving Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request; provided that all Revolving Borrowings on the Effective Date shall be ABR Borrowings. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Revolving Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-The Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Revolving Borrowing. This Section shall not apply to Swingline Borrowings, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 2.05 if such Co-the Borrower were requesting a Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile delivery or other electronic transmission telecopy to the Administrative Agent at the Applicable office of a written Interest Election Request in a form approved by the Administrative Agent and signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.04: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “"Interest Period.” ". If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s 's duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s 's portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Revolving Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Majority Lenders, so notifies each Co-the Borrower, then, so long as an Event of Default is continuing (i) no outstanding Revolving Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Revolving Borrowing and (ii) unless repaid, each Eurodollar Revolving Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar EurodollarSOFR Borrowing, shall have an initial Interest Period as specified in such Borrowing Request (or designated by as otherwise provided in Section 2.03). Thereafter, the applicable Co-Borrower an Obligor may elect to convert such Borrowing to a different Type or to continue such Borrowing as a Borrowing of the same Type and, in the case of a Eurodollar EurodollarSOFR Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-Borrower An Obligor may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. This Section shall not apply to Swingline Borrowings, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, an Authorized Officer of the applicable Co-Borrower Obligor shall notify the Administrative Agent at the Applicable Office of such election request by telephone by or electronic mail (i) in the time that case of a Borrowing Request would be required under Section 2.03 if such Co-Borrower were requesting conversion from or continuation of a Borrowing EurodollarSOFR Borrowing, not later than 1:00 p.m., New York City time, at least three (3) Business Days before the date of the Type resulting from such election proposed Borrowing, and (ii) in the case of a conversion to be made an ABR Borrowing, not later than 11:00 a.m., New York City time, on the effective date of such electionthe proposed Borrowing. Each such telephonic or electronically mailed Interest Election Request shall be irrevocable and and, in the case of a telephonic Interest Election Request, shall be confirmed promptly by hand delivery, facsimile electronic mail or other electronic transmission telecopy to the Administrative Agent at the Applicable office of a written Interest Election Request signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-BorrowerObligor. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar EurodollarSOFR Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar EurodollarSOFR Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar EurodollarSOFR Borrowing but does not specify an Interest Period, then the applicable Co-Borrower Obligor shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender▇▇▇▇▇▇’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower an Obligor fails to deliver a timely Interest Election Request with respect to a Eurodollar EurodollarSOFR Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-Borrowerthe applicable Obligor (provided that no such notice shall be required following an Event of Default under Section 7.01(h) or (i)), then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars under such Facility may be converted to or continued as a Eurodollar Borrowing, EurodollarSOFR Borrowing and (ii) unless repaid, each Eurodollar EurodollarSOFR Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Borrowing initially shall be of the Type specified in the applicable Borrowing Request (or designated by Section 2.03 an ABR Borrowing if no Type is specified) and, in the case of a Eurodollar Borrowing, shall have an initial Interest Period as specified in such Borrowing Request (or designated by Section 2.03one month if no Interest Period is specified). Thereafter, the applicable Co-Borrower may elect from time to time to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Borrowing, may elect Interest Periods therefor, all as provided in this Section. The Borrower may, subject to the requirements of Section 2.07; provided2.2(c), however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR Borrowing. A Co-Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. (b) To make an election pursuant to this Section 2.07Section, an Authorized Officer of the applicable Co-Borrower shall notify the Global Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 2.3 if such Co-the Borrower were requesting a Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile delivery or other electronic transmission telecopy to the Global Administrative Agent at the Applicable office of a written Interest Election Request signed executed by an Authorized Officer of the Borrower, substantially in the form of Exhibit E-2 or otherwise in a Responsible Officer or authorized signatory (previously certified as such to form approved by the Global Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.2: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Global Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request (or delivers an Interest Election Request that is inconsistent with a telephonic election) with respect to a Eurodollar Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Global Administrative Agent, at the request of the Required Lenders, so notifies each Co-the Borrower, then, so long as an such Event of Default is continuing continuing, (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaidthe Obligations have been accelerated pursuant to Section 8.3, each Eurodollar Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by (or, if not so specified, as provided in Section 2.03 2.03) and, in the case of a Eurodollar Eurocurrency Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by (or, if not so specified, as provided in Section 2.03). Thereafter, the applicable Co-Borrower Company may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Eurocurrency Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-Borrower The Company may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower Company shall notify the Administrative Agent at the Applicable Office of such election (by telephone or irrevocable written notice (via an Interest Election Request signed by the Company)) by the time that a Borrowing Request would be required under Section 2.03 if such Co-Borrower the Company were requesting a Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile email or other electronic transmission telecopy to the Administrative Agent at the Applicable office of a written Interest Election Request signed by a Responsible Officer or authorized signatory (previously certified as such the Company. Notwithstanding any contrary provision herein, this Section shall not be construed to permit the Administrative Agent) of each Co-BorrowerCompany to elect an Interest Period for Eurocurrency Loans that does not comply with Section 2.02(d). (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing (including the applicable Tranche of such Borrowing) to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Eurocurrency Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Eurocurrency Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which Interest Period shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar Eurocurrency Borrowing but does not specify an Interest Period, then the applicable Co-Borrower Company shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower Company fails to deliver a timely Interest Election Request with respect to a Eurodollar Eurocurrency Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to an ABR Borrowing; provided that if the Company shall have selected delivered to the Administrative Agent its customary standard documentation pre-authorizing automatic continuations, such Borrowing shall automatically continue as a Eurocurrency Borrowing with an Interest Period of one month’s durationmonth unless such Eurocurrency Borrowing is or was repaid in accordance with Section 2.11. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-Borrowerthe Company, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Eurocurrency Borrowing, and (ii) unless repaid, each Eurodollar Eurocurrency Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 andNotice of Term Loan Borrowing, and in the case of a Eurodollar Rate Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Notice of Term Loan Borrowing. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to into a different Type or to continue such Borrowing andBorrowing, and in the case of a Eurodollar Rate Borrowing, may elect successive Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR Borrowing2.4. A Co-The Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Term Loans comprising such Borrowing, and the Term Loans comprising each such portion shall be considered a separate Borrowing. (b) To make an election pursuant to this Section 2.072.4, the applicable Co-Borrower shall notify give the Administrative Agent at prior written notice (or telephonic notice promptly confirmed in writing), substantially in the Applicable Office form of such election by telephone by Exhibit 2.4 attached hereto (a “Notice of Conversion/Continuation”), of each Borrowing that is to be converted or continued, as the time that case may be, (x) in the case of a Borrowing Request would be required under Section 2.03 if such Co-Borrower were requesting conversion into a Borrowing Base Rate Borrowing, prior to 12:00 noon (New York, New York time) on the same Business Day of the Type resulting from such election to be made on the effective requested date of such electionconversion and (y) in the case of a continuation of or conversion into a Eurodollar Rate Borrowing, prior to 12:00 noon (New York, New York time) three (3) Business Days prior to the requested date of continuation or conversion. Each such telephonic Interest Election Request Notice of Conversion/Continuation shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile or other electronic transmission to the Administrative Agent at the Applicable office of a written Interest Election Request signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.03: (i) the Borrowing to which such Interest Election Request Notice of Conversion/Continuation applies and, if different options are being elected with respect to different portions thereof, the portions thereof that are to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); ; (ii) the effective date of the election made pursuant to such Interest Election RequestNotice of Conversion/Continuation, which shall be a Business Day; , (iii) whether the resulting Borrowing is to be an ABR a Base Rate Borrowing or a Eurodollar Rate Borrowing; and and (iv) if the resulting Borrowing is to be a Eurodollar Rate Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request Notice of Conversion/Continuation requests a Eurodollar Rate Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. The principal amount of any resulting Borrowing shall satisfy the minimum borrowing amount for Eurodollar Rate Borrowings and Base Rate Borrowings set forth in Section 2.2. (c) If, on the expiration of any Interest Period in respect of any Eurodollar Rate Borrowing, the Borrower shall have failed to deliver a Notice of Conversion/Continuation, then, unless such Borrowing is repaid as provided herein, the Borrower shall be deemed to have elected to convert such Borrowing to a Base Rate Borrowing. No Borrowing may be converted into, or continued as, a Eurodollar Rate Borrowing if a Default or an Event of Default exists, unless the Administrative Agent and each of the Lenders shall have otherwise consented in writing. No conversion of any Eurodollar Rate Loans shall be permitted except on the last day of the Interest Period in respect thereof. (d) Promptly following Upon receipt of an Interest Election Request in accordance with this Section 2.07any Notice of Conversion/Continuation, the Administrative Agent shall advise promptly notify each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then such Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-Borrower, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, (ii) unless repaid, each Eurodollar Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s duration.

Interest Elections. (a) Each Revolving Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Revolving Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-Borrower Representative may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Revolving Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-The Borrower Representative may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. This Section shall not apply to Swingline Borrowings or Protective Advances, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower Representative shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 if such Co-Borrower the Borrowers were requesting a Revolving Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, delivery or facsimile or other electronic transmission to the Administrative Agent at the Applicable office of a written Interest Election Request in a form approved by the Administrative Agent and signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-BorrowerBorrower Representative. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrower and the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower Borrowers shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower Representative fails to deliver a timely Interest Election Request with respect to a Eurodollar Revolving Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-Borrowerthe Borrower Representative, then, so long as an Event of Default is continuing (i) no outstanding Revolving Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaid, each Eurodollar Revolving Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated deemed by Section 2.03 2.03, and, in the case of a Eurodollar Term Benchmark Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated deemed by Section 2.03. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Term Benchmark Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 if such Co-Borrower were requesting a Revolving Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile or other electronic transmission or telecopy to the Administrative Agent at the Applicable office of a written Interest Election Request in a form approved by the Administrative Agent and signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-applicable Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.03:2.02 (including with respect to minimum amounts and borrowing multiples relating to any resulting Borrowing): (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Term Benchmark Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Term Benchmark Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar Term Benchmark Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07respect to a Borrowing, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender▇▇▇▇▇▇’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Term Benchmark Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed to have selected an Interest Period of one month’s duration. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-Borrowerthe Borrowers, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Term Benchmark Borrowing and (ii) unless repaid, each Eurodollar Term Benchmark Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03. Thereafter, the applicable Co-The Borrower may elect from time to time to (i) convert ABR Revolving Loans to Eurodollar Revolving Loans, (ii) convert Eurodollar Revolving Loans to ABR Revolving Loans, provided that any such Borrowing to a different Type or to continue such Borrowing and, in conversion of Eurodollar Revolving Loans may only be made on the case last day of a Eurodollar Borrowing, may elect an Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR Borrowing. A Co-Borrower may elect different options Period with respect to different portions thereto or (iii) continue any Eurodollar Revolving Loan as such upon the expiration of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowingthen current Interest Period with respect thereto. (b) To make an election Interest Election Request pursuant to this Section 2.072.05, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 2.03(a) if such Co-the Borrower were requesting a Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile delivery or other electronic transmission telecopy to the Administrative Agent at the Applicable office of a written Interest Election Request in a form approved by the Administrative Agent and signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.01: (i) the Borrowing to which such Interest Election Request applies (including whether such Borrowing is under the 3-Year2024 Revolving Facility or the 5-Year2023 Revolving Facility) and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing continuing, and the Administrative Agent, at upon the request of the Required Lenders, so notifies each Co-Borrower, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaid, each Eurodollar Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Eurocurrency Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03(or, with respect to the Closing Tranche Term Loans, in each case as specified herein). Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type Type, or to continue such Borrowing and, in the case of a Eurodollar Eurocurrency Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-The Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Term Loans or Closing Tranche Term Loans comprising such Borrowing, and the Term Loans or Closing Tranche Term Loans comprising each such portion shall be considered a separate Borrowing. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 if such Co-the Borrower were requesting a Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile delivery or other electronic transmission telecopy to the Administrative Agent at the Applicable office of a written Interest Election Request in the form of Exhibit G to this Agreement approved by the Administrative Agent and signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Eurocurrency Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Eurocurrency Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” . If any such Interest Election Request requests a Eurodollar Eurocurrency Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class to which such Interest Election Request relates of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Eurocurrency Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the written request (including a request through electronic means) of the Required Lenders, so notifies each Co-the Borrower, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Eurocurrency Borrowing and (ii) unless repaid, each Eurodollar Eurocurrency Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Revolving Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Revolving Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-Borrower Representative may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-The Borrower Representative may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. This Section shall not apply to Swingline Borrowings or Protective Advances, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower Representative shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 if such Co-Borrower the Borrowers were requesting a Revolving Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, delivery or facsimile or other electronic transmission to the Administrative Agent at the Applicable office of a written Interest Election Request in a form approved by the Administrative Agent and signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-BorrowerBorrower Representative. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the name of the applicable Borrower and the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR a CBFR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower Borrowers shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower Representative fails to deliver a timely Interest Election Request with respect to a Eurodollar Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationa CBFR Borrowing. Notwithstanding any contrary provision hereof, if an Event of a Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-Borrowerthe Borrower Representative, then, so long as an Event of a Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaid, each Eurodollar Borrowing denominated in dollars shall be converted to an ABR a CBFR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Revolving Borrowing initially shall be of the Type specified in the applicable Borrowing Request (or designated by Section 2.03 an ABR Borrowing if no Type is specified) and, in the case of a Eurodollar Revolving Borrowing, shall have an initial Interest Period as specified in such Borrowing Request (or designated by Section 2.03one month if no Interest Period is specified). Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Revolving Borrowing, may elect Interest Periods therefor, all as provided in this Section. Borrower may, subject to the requirements of Section 2.07; provided2.2(c), however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR Borrowing. A Co-Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. This Section shall not apply to Competitive Borrowings, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 2.3 if such Co-Borrower were requesting a Revolving Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile delivery or other electronic transmission telecopy to the Administrative Agent at the Applicable office of a written Interest Election Request signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.2: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Revolving Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-Borrower, then, so long as an Event of Default is continuing continuing, (i) no outstanding Revolving Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaidrepaid and provided the Indebtedness has not been accelerated pursuant to Section 8.3, each Eurodollar Revolving Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Term Loan Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar BorrowingTerm Loan, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-Borrower Company may elect to convert such Term Loan Borrowing to a different Type or to continue such Term Loan Borrowing and, in the case of a Eurodollar BorrowingTerm Loan, may elect Interest Periods Periods, therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR Borrowing2.06. A Co-Borrower The Company may elect different options with respect to different portions of the affected Term Loan Borrowing, in which case each such portion shall be allocated ratably among the Lenders Banks holding the Term Loans of the same Class comprising such Term Loan Borrowing, and the Term Loans comprising each such portion shall be considered a separate Term Loan Borrowing. (b) To make an election pursuant to this Section 2.072.06, the applicable Co-Borrower Company shall notify the Administrative Agent at the Applicable Office of such election (by telephone (confirmed promptly in writing), facsimile or e-mail) substantially in the form of Exhibit B hereto by the time that a Borrowing Request would be required under Section 2.03 2.01 if such Co-Borrower the Company were requesting a Term Loan Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Such notice (an “Interest Election Request Notice”) shall be irrevocable (except as provided in Section 3.03(a) hereof) and shall be confirmed promptly by hand delivery, facsimile or other electronic transmission in each case refer to the Administrative Agent at the Applicable office of a written Interest Election Request signed by a Responsible Officer or authorized signatory this Agreement and specify (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.03: (iw) the Term Loan Borrowing to which such Interest Election Request election applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Term Loan Borrowing (in which case the information to be specified pursuant to clauses (iiix) and (ivz) below shall be specified for each resulting Term Loan Borrowing); , (iix) whether the resulting Term Loans are to be Eurodollar Term Loans or Alternate Base Rate Term Loans, or a combination thereof, (y) the effective date of the such election made pursuant to such Interest Election Request, (which shall be a Business Day; ), and (iiiz) whether in the resulting Borrowing is to be an ABR Borrowing or a case of Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar BorrowingTerm Loans, the Interest Period with respect thereto. If no Interest Period with respect to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” If any Eurodollar Term Loan is specified in any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Periodnotice, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then such Co-Borrower Company shall be deemed to have selected an Interest Period of one month’s duration. Notwithstanding The Administrative Agent shall promptly advise the other Banks by facsimile or e-mail of any contrary provision hereof, if an Event notice given pursuant to this Section 2.06(b) and of Default has occurred and is continuing and the Administrative Agent, at the request each Bank’s portion of the Required Lenders, so notifies each Co-Borrower, then, so long as an Event of Default is continuing requested Term Loan Borrowing. (ic) no outstanding Borrowing denominated in dollars may be converted If the Company fails to or continued as deliver a timely notice with respect to a Eurodollar Borrowing, (ii) unless repaid, each Eurodollar Borrowing denominated in dollars shall be converted Term Loan prior to an ABR Borrowing at the end of the current Interest Period applicable thereto and (iii) thereto, then, unless such Eurodollar Term Loans is repaid, each Eurodollar Borrowing denominated in an Alternative Currency it shall be continued as a deemed to have elected to convert such Eurodollar Borrowing with Term Loan to an Interest Period of one month’s durationAlternate Base Rate Term Loan.

Interest Elections. (a) Each Revolving Borrowing initially shall be of the Type specified in the applicable Borrowing Request (or designated by Section 2.03 an ABR Borrowing if no Type is specified) and, in the case of a Eurodollar Revolving Borrowing, shall have an initial Interest Period as specified in such Borrowing Request (or designated by Section 2.03one month if no Interest Period is specified). Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Revolving Borrowing, may elect Interest Periods therefor, all as provided in this Section. Borrower may, subject to the requirements of Section 2.07; provided2.2(c), however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR Borrowing. A Co-Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. This Section shall not apply to Competitive Borrowings, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the Global Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 2.3 if such Co-Borrower were requesting a Revolving Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile delivery or other electronic transmission telecopy to the Global Administrative Agent at the Applicable office of a written Interest Election Request signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.2: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Global Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Revolving Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Global Administrative Agent, at the request of the Required Lenders, so notifies each Co-Borrower, then, so long as an Event of Default is continuing continuing, (i) no outstanding Revolving Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaidrepaid and provided the Indebtedness has not been accelerated pursuant to Section 8.3, each Eurodollar Revolving Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Term SOFR Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-Borrower Company may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Term SOFR Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-Borrower The Company may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower Company shall notify the Administrative Agent at the Applicable Office of such election (by telephone or irrevocable written notice) by the time that a Borrowing Request would be required under Section 2.03 if such Co-Borrower the Company were requesting a Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile delivery or other electronic transmission telecopy to the Administrative Agent at the Applicable office of a written Interest Election Request signed in a form approved by a Responsible Officer the Administrative Agent (including any form on an electric platform or authorized signatory (previously certified electronic transmission system as such to shall be approved by the Administrative Agent) of each Co-Borrowerand signed by the Company. Notwithstanding any contrary provision herein, this Section shall not be construed to permit the Company to elect an Interest Period for Term SOFR Loans that does not comply with Section 2.02(d). (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Term SOFR Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Term SOFR Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which Interest Period shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar Term SOFR Borrowing but does not specify an Interest Period, then the applicable Co-Borrower Company shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender▇▇▇▇▇▇’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails Company to deliver a timely Interest Election Request with respect to a Eurodollar Term SOFR Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period, such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-Borrowerthe Company, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Term SOFR Borrowing and (ii) unless repaid, each Eurodollar Term SOFR Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Revolving Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Revolving Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Revolving Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-The Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. This Section shall not apply to Swingline Loans, Overadvances or Protective Advances, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 if such Co-the Borrower were requesting a Revolving Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, delivery or facsimile or other electronic transmission to the Administrative Agent at the Applicable office of a written Interest Election Request in a form approved by the Administrative Agent and signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrower and the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; andand 509265-1423-11080-10355930 (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Revolving Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of a Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-the Borrower, then, so long as an Event of a Default is continuing (i) no outstanding Revolving Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaid, each Eurodollar Revolving Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Term SOFR Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-Borrower Representative may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Term SOFR Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-The Borrower Representative may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. This Section shall not apply to Swingline Borrowings, Overadvances or Protective Advances, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower Representative shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 if such Co-Borrower the Borrowers were requesting a Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, delivery or facsimile or other electronic transmission to the Administrative Agent at the Applicable office of a written Interest Election Request in a form approved by the Administrative Agent and signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-BorrowerBorrower Representative. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.03: 2.02: (i) the name of the applicable Borrower and the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); ; (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; ; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Type of Borrowing; and and (iv) if the resulting Borrowing is to be a Eurodollar Term SOFR Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar Borrowing Term SOFR Borrowing, but does not specify an Interest Period, then the applicable Co-Borrower Borrowers shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower Representative fails to deliver a timely Interest Election Request with respect to a Eurodollar Term SOFR Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then such Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. unless (f) Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-Borrowerthe Borrower Representative (provided that no such notice shall be required in the case of an Event of Default under clause (e) of Article VII), then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Term SOFR Borrowing, and (ii) unless repaid, each Eurodollar Term SOFR Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Revolving Loan Borrowing and Term Loan Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-Borrower may elect to convert such Revolving Loan Borrowing or the Term Loan Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-The Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. This Section shall not apply to Swingline Loans, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 if such Co-the Borrower were requesting a Revolving Loan Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile delivery or other electronic transmission telecopy to the Administrative Agent at the Applicable office of a written Interest Election Request in a form approved by the Administrative Agent and signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one three month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-the Borrower, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaid, each Eurodollar Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 outstanding and, in the case of a Eurodollar Borrowing, shall have an initial the Interest Period as specified in such Borrowing Request or designated by Section 2.03effect after giving effect to the transactions on the Restatement Date. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-The Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone by (a) in the time that case of a Borrowing Request would be required under Section 2.03 if such Co-Borrower were requesting a Borrowing Eurodollar Borrowing, not later than 3:00 p.m., New York City time, three Business Days before the date of the Type resulting from such election to be made proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 10:30 a.m., New York City time, on the effective date of such electionthe proposed Borrowing. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile delivery or other electronic transmission telecopy to the Administrative Agent at the Applicable office of a written Interest Election Request signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.03:2.02 and 2.16(c): (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “"Interest Period.” ". If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s 's duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s 's portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Majority Lenders, so notifies each Co-the Borrower, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaid, each Eurodollar Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03or, if no Interest Period is so specified, of one month’s duration. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-The Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone by (i) in the time that case of a Borrowing Request would be required under Section 2.03 if such Co-Borrower were requesting conversion to or a Borrowing continuation of a Eurodollar Loan, 12:00 p.m. (Noon), New York City time, three Business Days before the date of the Type resulting from such election proposed election, or (ii) in the case of a conversion to be made an ABR Borrowing, not later than 12:00 p.m. (Noon), New York City time, on the effective date of such electionthe proposed conversion. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile delivery or other electronic transmission telecopy to the Administrative Agent at the Applicable office of a written Interest Election Request signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-the Borrower, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaid, each Eurodollar Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Revolving Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Revolving Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Revolving Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-The Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. This Section shall not apply to Swingline Loans, Overadvances or Protective Advances, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 if such Co-the Borrower were requesting a Revolving Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile or other electronic transmission to the Administrative Agent at the Applicable office of a written Interest Election Request in a form approved by the Administrative Agent and signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR a CBFR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Revolving Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationa CBFR Borrowing. Notwithstanding any contrary provision hereof, if an Event of a Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-the Borrower, then, so long as an Event of a Default is continuing (i) no outstanding Revolving Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaid, each Eurodollar Revolving Borrowing denominated in dollars shall be converted to an ABR a CBFR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-The Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone telephone, facsimile transmission or electronic mail by the time that a Borrowing Request would be required under Section 2.03 if such Co-the Borrower were requesting a Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile transmission or other electronic transmission mail to the Administrative Agent at the Applicable office of a written Interest Election Request signed by a Responsible Officer or authorized signatory (previously certified as such the Borrower. Notwithstanding any contrary provision herein, this Section shall not be construed to permit the Administrative Agent) of each Co-BorrowerBorrower to elect an Interest Period for Eurodollar Loans that does not comply with Section 2.02(d). (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which Interest Period shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each applicable Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-the Borrower, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaid, each Eurodollar Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Borrowing denominated in Dollars initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Eurocurrency Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-each Borrower may elect elect, in the case of a Borrowing denominated in Dollars, to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Eurocurrency Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-Each Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. This Section shall not apply to Swingline Borrowings, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-a Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone delivering a written Interest Election Request, in a form approved by the Administrative Agent and signed by such Borrower, by the time that a Borrowing Request would be required under Section 2.03 if such Co-Borrower were requesting a Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile or other electronic transmission to the Administrative Agent at the Applicable office of a written Interest Election Request signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrowerirrevocable. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) in the case of a Borrowing denominated in Dollars, whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Eurocurrency Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Eurocurrency Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” . If any such Interest Election Request made by any Borrower requests a Eurodollar Eurocurrency Borrowing but does not specify an Interest Period, then the applicable Co-such Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class to which such Interest Election Request relates of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-any Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Eurocurrency Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Interest Period, (i) if such Borrowing is denominated in Dollars, such Borrower shall be deemed to have converted such Borrowing to an ABR Borrowing, and (ii) if such Borrowing is denominated in a Foreign Currency, such Borrower shall be deemed to have selected an a one month Interest Period of one month’s durationfor such Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the written request (including a request through electronic means) of the Required Lenders, so notifies each Co-such Borrower, then, so long as an Event of Default is continuing continuing, (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Eurocurrency Borrowing, (ii) unless repaid, each Eurodollar Eurocurrency Borrowing denominated in dollars Dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Eurocurrency Borrowing denominated in an Alternative a Foreign Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationbear interest calculated on the one-week EURIBO Rate.

Interest Elections. (a) Each Revolving Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Revolving Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request; provided that all Revolving Borrowings on the Effective Date shall be ABR Borrowings. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Revolving Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-The Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Revolving Borrowing. This Section shall not apply to Swingline Borrowings, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 2.05 if such Co-the Borrower were requesting a Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile delivery or other electronic transmission telecopy to the Administrative Agent at the Applicable office of a written Interest Election Request in a form approved by the Administrative Agent and signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.04: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Revolving Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Majority Lenders, so notifies each Co-the Borrower, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Revolving Borrowing and (ii) unless repaid, each Eurodollar Revolving Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03or, if no Interest Period is so specified, of one month’s duration. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-The Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone by (i) in the time that case of a Borrowing Request would be required under Section 2.03 if such Co-Borrower were requesting conversion to or a Borrowing continuation of a Eurodollar Loan, 12:00 p.m. (Noon), New York City time, three Business Days before the date of the Type resulting from such election proposed election, or (ii) in the case of a conversion to be made an ABR Borrowing, not later than 12:00 p.m. (Noon), New York City time, on the effective date of such electionthe proposed conversion. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile delivery or other electronic transmission telecopy to the Administrative Agent at the Applicable office of a written Interest Election Request signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-the Borrower, then, so long as an Event of Default is continuing continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaid, each Eurodollar Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 andRequest, and in the case of a Eurodollar Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-Borrower Company may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-Borrower The Company may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower Company shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 if such Co-Borrower the Company were requesting a Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile delivery or other electronic transmission Credit Agreement 39 - 33 - telecopy to the Administrative Agent at the Applicable office of a written Interest Election Request in a form approved by the Administrative Agent and signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-BorrowerCompany. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below of this paragraph shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “"Interest Period.” ". If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower Company shall be deemed to have selected an Interest Period of one month’s 's duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s 's portion of each resulting Borrowing. (e) If the applicable Co-Borrower Company fails to deliver a timely Interest Election Request with respect to a Eurodollar Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-Borrowerthe Company, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaid, each Eurodollar Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Subject to Section 2.13, each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar EurodollarSOFR Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, subject to Section 2.13, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar EurodollarSOFR Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR Borrowing. A Co-The Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. This Section 2.07 shall not apply to Swingline Borrowings, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election (which notification shall be in writing unless otherwise agreed to by telephone the Administrative Agent) by the time that a Borrowing Request would be required under Section 2.03 if such Co-the Borrower were requesting a Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly made by hand delivery, facsimile telecopy or other by electronic transmission communication (e-mail) to the Administrative Agent at the Applicable office of a written an Interest Election Request signed by a Responsible Officer or authorized signatory in the form of Exhibit 2.07 (previously certified as such to the Administrative Agent) of each Co-Borroweran “Interest Election Request”). (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.03: 2.02: 41 Revolving Credit Facility (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then such Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-Borrower, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, (ii) unless repaid, each Eurodollar Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s duration.

Interest Elections. (a) Each Revolving Borrowing initially shall be of the Type specified in the applicable Borrowing Request (or designated by Section 2.03 an ABR Borrowing if no Type is specified) and, in the case of a Eurodollar Revolving Borrowing, shall have an initial Interest Period as specified in such Borrowing Request (or designated by Section 2.03one month if no Interest Period is specified). Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Revolving Borrowing, may elect Interest Periods therefor, all as provided in this Section. Borrower may, subject to the requirements of Section 2.07; provided2.2(c), however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR Borrowing. A Co-Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. This Section shall not apply to Competitive Borrowings, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 2.3 if such Co-Borrower were requesting a Revolving Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile delivery or other electronic transmission telecopy to the Administrative Agent at the Applicable office of a written Interest Election Request signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.2: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “"Interest Period.” ". If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s 's duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s 's portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Revolving Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-Borrower, then, so long as an Event of Default is continuing continuing, (i) no outstanding Revolving Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaidrepaid and provided the Indebtedness has not been accelerated pursuant to Section 8.3, each Eurodollar Revolving Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Revolving Borrowing and Term Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-The Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. This Section shall not apply to Swingline Borrowings, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 if such Co-the Borrower were requesting a Revolving Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile delivery or other electronic transmission telecopy to the Administrative Agent at the Applicable office of a written Interest Election Request in a form approved by the Administrative Agent and signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Borrowing prior to the date that is three Business Days prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid (subject to Section 2.16) before the end of such interest period as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected a Eurodollar Borrowing with an Interest Period of one month’s duration. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-the Borrower, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaid, each Eurodollar Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Revolving Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Revolving Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing as the same Type and, in the case of a Eurodollar Revolving Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-The Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. This Section shall not apply to Swingline Borrowings or Protective Advances, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the ABL Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 if such Co-the Borrower were requesting a Revolving Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, delivery or facsimile or other electronic transmission to the ABL Administrative Agent at the Applicable office of a written Interest Election Request in a form approved by the ABL Administrative Agent and signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR a Base Rate Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the ABL Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Revolving Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationa Base Rate Borrowing. Notwithstanding any contrary provision hereof, if an Event of a Default has occurred and is continuing and the ABL Administrative Agent, at the request of the Required Lenders, so notifies each Co-the Borrower, then, so long as an Event of a Default is continuing (i) no outstanding Revolving Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaid, each Eurodollar Revolving Borrowing denominated in dollars shall be converted to an ABR a Base Rate Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 Capitalized Interest Loan Request, as the case may be, and, in the case of a Eurodollar Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Capitalized Interest Loan Request. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate BorrowingBorrowings. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 2.6 if such Co-Borrower were requesting a Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, delivery or facsimile or other electronic transmission to the Administrative Agent at the Applicable office of a written Interest Election Request in a form approved by Administrative Agent and signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall be in the form of Exhibit D to this Agreement, shall evidence the joint and several guarantee "avalado" by the Guarantors, shall be attached to the ▇▇▇▇▇▇ which evidences such Loans by Administrative Agent (if it holds possession of the ▇▇▇▇▇▇) and otherwise by the relevant Lender, and shall specify the following information in compliance with Section 2.032.5: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR a Base Rate Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “"Interest Period.” ". If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s 's duration. (d) Promptly following receipt of an a Interest Election Request in accordance with this Section 2.07respect to a Borrowing of any Class, the Administrative Agent shall advise each Lender making or holding Loans of the applicable that Class of the details thereof and of such Lender’s 's portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationa Base Rate Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Syndicated Lenders or, if the Exposure of all Syndicated Lenders is zero and the Syndicated Working Capital Commitments and the Term Loan Commitments have been terminated or expired, at the request of the Required Lenders, so notifies each Co-BorrowerBorrower and QUALCOMM, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaid, each Eurodollar Borrowing denominated in dollars shall be converted to an ABR a Base Rate Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Borrowing (other than a Swing Loan Borrowing) initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar LIBOR Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar LIBOR Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.072.6; provided, provided however, that in notwithstanding any other provision of this Section 2.6, no event may a Borrowing denominated in an Alternative Currency Swing Loan shall be converted into an ABR from a Base Rate Borrowing to a LIBOR Borrowing. A Co-The Borrower may elect different options for continuations and conversions with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. (b) To make an election pursuant to this Section 2.072.6, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 2.3(a) if such Co-the Borrower were requesting a Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile delivery or other electronic transmission telecopy to the Administrative Agent at the Applicable office of a written Interest Election Request signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.2: (i) the Borrowing to which such Interest Election Request applies and, if different options for continuations or conversions are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR a Base Rate Borrowing or a Eurodollar LIBOR Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar LIBOR Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar LIBOR Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each affected Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar LIBOR Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationa Base Rate Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-the Borrower, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, LIBOR Borrowing and (ii) unless repaid, each Eurodollar LIBOR Borrowing denominated in dollars shall be converted to an ABR a Base Rate Borrowing at the end of the Interest Period applicable thereto and thereto. (iiif) unless repaidThe Borrower shall not be obligated to deliver a Borrowing Request in connection with any election to convert any Borrowing to a different Type or to continue any Borrowing or, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as the case of a Eurodollar Borrowing with LIBOR Borrowing, any election of an Interest Period of one month’s durationtherefor pursuant this Section 2.6.

Interest Elections. (a) Each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Borrowing, shall have an initial Interest Period as specified in such the applicable Borrowing Request or designated by as otherwise provided in Section 2.03. Thereafter, the applicable Co-Borrower Company may elect to convert such Borrowing to a Borrowing of a different Type or to continue such Borrowing and, in the case of a Eurodollar Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-Borrower The Company may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower Company shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 if such Co-Borrower the Company were requesting a Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, delivery or facsimile or other electronic transmission to the Administrative Agent at the Applicable office of a an executed written Interest Election Request signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Request. Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower Company shall be deemed to have selected an Interest Period of one month’s duration. (dc) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Section, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (ed) If the applicable Co-Borrower Company fails to deliver a timely Interest Election Request with respect to a Eurodollar Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed to have selected continued as a Eurodollar Borrowing for an additional Interest Period of one month’s duration. Notwithstanding any contrary provision hereof, if an Event of Default under clause (i) or (j) of Article VII has occurred and is continuing with respect to the Company, or if any other Event of Default has occurred and is continuing and the Administrative Agent, at the request of a Majority in Interest of Lenders of any Class, has notified the Required Lenders, so notifies each Co-BorrowerCompany of the election to give effect to this sentence on account of such other Event of Default, then, in each such case, so long as an such Event of Default is continuing continuing, (i) no outstanding Borrowing denominated in dollars of such Class may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaid, each Eurodollar Borrowing denominated in dollars of such Class shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Subject to the terms and conditions set forth in this Agreement, (a) at the option of the Borrower, the Borrowing initially shall be of the Type specified in the applicable Notice of Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Borrowing, and (b) each SOFR Borrowing shall have an initial Interest Period as specified in such the Notice of Borrowing Request or designated by Section 2.03with respect to the Borrowing. Thereafter, the applicable Co-Borrower may elect to convert such the Borrowing to a different Type or to continue such the Borrowing in its existing Type and, in the case of a Eurodollar SOFR Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-The Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such the Borrowing, and the Loans comprising each such portion shall be considered a separate BorrowingBorrowing (each an “Interest Election Request”). (b) To make an election pursuant to this Section 2.07Interest Election Request, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone through delivery of a Notice of Interest Election in writing (which writing may be electronic mail or telecopy) by the time that a Notice of Borrowing Request would be required under Section 2.03 if such Co-the Borrower were requesting a the Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile delivery or other electronic transmission telecopy to the Administrative Agent at the Applicable office of a written Interest Election Request signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section Sections 2.02 and 2.03: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR a Base Rate Borrowing or a Eurodollar SOFR Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar SOFR Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar SOFR Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender▇▇▇▇▇▇’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar SOFR Borrowing prior to the end of the Interest Period applicable thereto, then, unless such the Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period the Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationa Base Rate Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-the Borrower, then, so long as an such Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowingcontinuing, (ii) unless repaid, each Eurodollar SOFR Borrowing denominated in dollars shall be converted to an ABR a Base Rate Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-The Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. This Section shall not apply to Swingline Borrowings, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone or through Electronic System, if arrangements for doing so have been approved by the Administrative Agent, by the time that a Borrowing Request would be required under Section 2.03 if such Co-the Borrower were requesting a Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile Electronic System or other electronic transmission fax to the Administrative Agent at the Applicable office of a written Interest Election Request in a form approved by the Administrative Agent and signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request (including requests submitted through Electronic System) shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR CBFR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationCBFR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-the Borrower, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaid, each Eurodollar Borrowing denominated in dollars shall be converted to an ABR CBFR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Revolving Borrowing and Term Loan Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03. Thereafter, the applicable Co-Borrower Borrowers may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-Borrower The Borrowers may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. This Section shall not apply to Swingline Borrowings, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower Borrowers shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 if such Co-Borrower the Borrowers were requesting a Revolving Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile delivery or other electronic transmission telecopy to the Administrative Agent at the Applicable office of a written Interest Election Request in a form approved by the Administrative Agent and signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-BorrowerBorrowers. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “"Interest Period.” ". If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower Borrowers shall be deemed to have selected an Interest Period of one month’s 's duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s 's portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails Borrowers fail to deliver a timely Interest Election Request with respect to a Eurodollar Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-Borrowerthe Borrowers, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaid, each Eurodollar Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Revolving Borrowing and Term Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-The Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. This Section shall not apply to Swingline Loans, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Revolving Borrowing Request would be required under Section 2.03 if such Co-the Borrower were requesting a Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile or other electronic transmission to the Administrative Agent at the Applicable office of a written Interest Election Request signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.03: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Section, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-the Borrower, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaid, each Eurodollar Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each The Initial Borrowing shall initially shall be of the Type Type(s) specified in the applicable Borrowing Request or designated by delivered pursuant to Section 2.03 and, in the case of a Eurodollar Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-Borrower Borrowers may elect to convert such each Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-Borrower The Borrowers may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower Borrowers shall notify the Administrative Agent at the Applicable Office of such election by telephone by (i) in the time that case of a Borrowing Request would be required under Section 2.03 if such Co-Borrower were requesting conversion to, or continuation of, a Borrowing of Eurodollar Borrowing, not later than 11:00 a.m., Los Angeles, California time, three (3) Business Days before the Type resulting from such election to be made on the effective date of such electionproposed conversion or continuation (as the case may be), or (ii) in the case of a conversion to an ABR Borrowing, not later than 11:00 a.m., Los Angeles, California time, one (1) Business Day before the date of such proposed conversion. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile delivery or other electronic transmission telecopy to the Administrative Agent at the Applicable office of a written Interest Election Request in a form approved by the Administrative Agent and signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-BorrowerBorrowers. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower Borrowers shall be deemed to have selected an Interest Period of one (1) month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails Borrowers fail to deliver a timely Interest Election Request with respect to a Eurodollar Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-Borrower, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaid, each Eurodollar Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-Borrower Borrowers may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-Borrower The Borrowers may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Revolver Loans comprising such Borrowing, and the Revolver Loans comprising each such portion shall be considered a separate Borrowing. This Section shall not apply to Swingline Borrowings, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower Borrowers shall notify the Administrative Agent at the Applicable Office of such election election, either delivered in writing (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) or by telephone by the time that a Borrowing Request would be required under Section 2.03 if such Co-Borrower the Borrowers were requesting a Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and and, in the case of a telephonic Interest Election Request, shall be confirmed promptly (but in any event on the same Business Day) by hand delivery, facsimile fax or other electronic transmission (including “.pdf” or “.tif”) to the Administrative Agent at the Applicable office of a written Interest Election Request in the form of Exhibit D and signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-BorrowerBorrowers. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration.” (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class to which such Interest Election Request relates of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails Borrowers fail to deliver a timely Interest Election Request with respect to a Eurodollar Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the written request (including a request through electronic means) of the Required Lenders, so notifies each Co-Borrowerthe Borrowers, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaid, each Eurodollar Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Revolving Borrowing initially shall be of the Type specified in the applicable Revolving Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Borrowing, shall have an initial Interest Period as specified in such Revolving Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-Borrower may elect to convert such Revolving Borrowing to a different Type or to continue such Revolving Borrowing and, in the case of a Eurodollar Borrowing, may elect Interest Periods therefortherefore, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-The Borrower may elect different options with respect to different portions of the affected Revolving Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Revolving Borrowing, and the Loans comprising each such portion shall be considered a separate Revolving Borrowing. This Section shall not apply to Swingline Borrowings, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Revolving Borrowing Request would be required under Section 2.03 if such Co-the Borrower were requesting a Revolving Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile delivery or other electronic transmission telecopy to the Administrative Agent at the Applicable office of a written Interest Election Request signed by a Responsible Financial Officer or authorized signatory (previously certified as such to of the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Revolving Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Revolving Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Revolving Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Revolving Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Revolving Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “"Interest Period.” " If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s 's duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s 's portion of each resulting Revolving Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Revolving Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Revolving Borrowing shall be deemed to have selected continued as a Eurodollar Borrowing with an Interest Period of one month’s 's duration. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-the Borrower, then, so long as an Event of Default is continuing (i) no outstanding Revolving Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaid, each Eurodollar Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Revolving Borrowing initially shall be of the Type specified in the applicable Revolving Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Eurocurrency Borrowing or an Alternative Currency Term Rate Borrowing, shall have an initial Interest Period as specified in such Revolving Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Eurocurrency Borrowing or an Alternative Currency Term Rate Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR Borrowingand on terms consistent with the other provisions of this Agreement. A Co-Borrower The Borrowers may elect different options with respect to different portions of the applicable affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, Borrowing and the Loans comprising each such portion shall be considered a separate Borrowing. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-a Borrower shall notify the Administrative Agent at the Applicable Agent’s Office of such election by telephone by the time and date that a Revolving Borrowing Request would be required under Section 2.03 2.04 if such Co-Borrower were requesting a Borrowing of the currency and Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile delivery or other telecopy (or transmission by electronic transmission communication which attaches a written Interest Election Request in accordance with the requirements of this Section 2.05) to the Administrative Agent at the Applicable office Agent’s Office of a written Interest Election Request in a form approved by the Administrative Agent and signed by a Responsible Financial Officer on behalf of the applicable Borrower. Notwithstanding any other provision of this Section, a Borrower shall not be permitted to (i) change the currency of any Borrowing or authorized signatory (previously certified as such to the Administrative Agentii) of each Co-Borrowerelect an Interest Period for Eurocurrency Loans or Alternative Currency Term Rate Loans that does not comply with Section 2.02(d). (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the Type of the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Eurocurrency Borrowing or Alternative Currency Term Rate Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If by any such Interest Election Request a Borrower requests a Eurodollar Eurocurrency Borrowing or Alternative Currency Term Rate Borrowing but does not specify an Interest Period, #95460429v5 then the applicable Co-such Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each affected Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Eurocurrency Borrowing or Alternative Currency Term Rate Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period, (i) in the case of a Eurocurrency Borrowing, such Borrowing shall be deemed converted to have selected an a Base Rate Borrowing and (ii) in the case of any Alternative Currency Term Rate Borrowing, such Borrowing shall become due and payable on the last day of such Interest Period of one month’s duration. Period. (f) Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-Borrowerthe Company, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars US Dollars may be converted to or continued as a Eurodollar Eurocurrency Borrowing, (ii) unless repaid, each Eurodollar Eurocurrency Borrowing denominated in dollars shall be converted to an ABR a Base Rate Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency Term Rate Borrowing shall be continued as a Eurodollar an Alternative Currency Term Rate Borrowing with an Interest Period of one month’s durationmonth at the end of the Interest Period applicable thereto.

Interest Elections. (a) Each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-The Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office Lender of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 if such Co-the Borrower were requesting a Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile delivery or other electronic transmission telecopy to the Administrative Agent at the Applicable office Lender of a written Interest Election Request in a form approved by the Lender and signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.03:2.02: (Page 127 of 252 Pages) (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “"Interest Period.” ". If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s 's duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (eb) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-Borrower, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaid, each Eurodollar Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Revolving Borrowing and the Term Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-The Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. This SECTION 2.8 shall not apply to Competitive Borrowings or Swingline Borrowings, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 SECTION 2.3 if such Co-the Borrower were requesting a Revolving Borrowing or the Term Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile delivery or other electronic transmission telecopy to the Administrative Agent at the Applicable office of a written Interest Election Request in the form of Exhibit 2.8(b) and signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.03SECTION 2.2: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Revolving Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-the Borrower, then, so long as an Event of Default is continuing (i) no outstanding Revolving Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaid, each Eurodollar Revolving Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Term Benchmark Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a Borrowing of a different Type or to continue such Borrowing and, in the case of a Eurodollar Term Benchmark Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-The Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. This Section shall not apply to Swingline Borrowings, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone in writing by the time that a Borrowing Request would be required under Section 2.03 if such Co-the Borrower were requesting a Revolving Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile or other electronic transmission to the Administrative Agent at the Applicable office of a written Interest Election Request signed by a Responsible Financial Officer or authorized signatory (previously certified as such to of the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Term Benchmark Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Term Benchmark Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar Term Benchmark Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Term Benchmark Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed to have selected an Interest Period of that is one month’s duration. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-the Borrower, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Term Benchmark Borrowing and (ii) unless repaid, each Eurodollar Term Benchmark Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Subject to Section 2.14 each Revolving Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Revolving Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, subject to Section 2.14, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Revolving Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-The Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. This Section shall not apply to Competitive Borrowings, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 if such Co-the Borrower were requesting a Revolving Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile delivery or other electronic transmission telecopy to the Administrative Agent at the Applicable office of a written Interest Election Request in a form approved by the Administrative Agent and signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “"Interest Period.” ". If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s 's duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s 's portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Revolving Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-the Borrower, then, so long as an such Event of Default is continuing (i) no outstanding Revolving Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaid, each Eurodollar Revolving Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-The Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be be considered a separate Borrowing. This Section shall not apply to Swingline Borrowings, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone or through Electronic System, if arrangements for doing so have been approved by the Administrative Agent, by the time that a Borrowing Request would be required under Section 2.03 if such Co-the Borrower were requesting a Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile Electronic System or other electronic transmission fax to the Administrative Agent at the Applicable office of a written Interest Election Request in a form approved by the Administrative Agent and signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request (including requests submitted through Electronic System) shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-the Borrower, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaid, each Eurodollar Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Revolving Loan Borrowing and Term Loan Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-Borrower may elect to convert such Revolving Loan Borrowing or the Term Loan Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-The Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. This Section shall not apply to Swingline Loans, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 if such Co-the Borrower were requesting a Revolving Loan Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile delivery or other electronic transmission telecopy to the Administrative Agent at the Applicable office of a written Interest Election Request in a form approved by the Administrative Agent and signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “"Interest Period.” ". If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s 's duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s 's portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-the Borrower, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaid, each Eurodollar Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by (or, if not so specified, as provided in Section 2.03 2.03) and, in the case of a Eurodollar Eurocurrency Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by (or, if not so specified, as provided in Section 2.03). Thereafter, the applicable Co-Borrower Company may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Eurocurrency Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-Borrower The Company may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower Company shall notify the Administrative Agent at the Applicable Office of such election (by telephone or irrevocable written notice (via an Interest Election Request signed by the Company)) by the time that a Borrowing Request would be required under Section 2.03 if such Co-Borrower the Company were requesting a Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile email or other electronic transmission telecopy to the Administrative Agent at the Applicable office of a written Interest Election Request signed by a Responsible Officer or authorized signatory (previously certified as such the Company. Notwithstanding any contrary provision herein, this Section shall not be construed to permit the Administrative Agent) of each Co-BorrowerCompany to elect an Interest Period for Eurocurrency Loans that does not comply with Section 2.02(d). (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing (including the applicable Tranche of such Borrowing) to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting #91672042V18 28 Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Eurocurrency Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Eurocurrency Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which Interest Period shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar Eurocurrency Borrowing but does not specify an Interest Period, then the applicable Co-Borrower Company shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower Company fails to deliver a timely Interest Election Request with respect to a Eurodollar Eurocurrency Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to an ABR Borrowing; provided that if the Company shall have selected delivered to the Administrative Agent its customary standard documentation pre-authorizing automatic continuations, such Borrowing shall automatically continue as a Eurocurrency Borrowing with an Interest Period of one month’s durationmonth unless such Eurocurrency Borrowing is or was repaid in accordance with Section 2.11. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-Borrowerthe Company, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Eurocurrency Borrowing, and (ii) unless repaid, each Eurodollar Eurocurrency Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Eurocurrency Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type Type, in the case of Borrowings denominated in Dollars, or to continue such Borrowing and, in the case of a Eurodollar Eurocurrency Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-The applicable Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. This Section shall not apply to Borrowings of Swingline Loans, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the Administrative Applicable Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 if such Co-Borrower were requesting a Borrowing of the Type and denominated in the Foreign Currency resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile delivery or other electronic transmission telecopy to the Administrative Applicable Agent at the Applicable office of a written Interest Election Request in a form approved by the Applicable Agent and signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-applicable Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Eurocurrency Borrowing; provided that the resulting Borrowing is required to be a Eurocurrency Borrowing in the case of a Borrowing denominated in a Foreign Currency; and (iv) if the resulting Borrowing is to be a Eurodollar Eurocurrency Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by clause (a) of the definition of the term “Interest Period.” If any such Interest Election Request requests a Eurodollar Eurocurrency Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Applicable Agent shall advise each Lender of the applicable Class to which such Interest Election Request relates of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Eurocurrency Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an ABR Borrowing (unless such Borrowing is denominated in a Foreign Currency, in which case such Borrowing shall be continued as a Eurocurrency Borrowing with an Interest Period of one month’s durationduration commencing on the last day of such Interest Period). Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the written request (including a request through electronic means) of the Required Lenders, so notifies each Co-the applicable Borrower, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Eurocurrency Borrowing, (ii) unless repaid, each Eurodollar Eurocurrency Borrowing denominated in dollars Dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Eurocurrency Borrowing denominated in an Alternative a Foreign Currency shall be continued as a Eurodollar Eurocurrency Borrowing with an Interest Period of one month’s duration.

Interest Elections. (a) Each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar LIBOR Borrowing, a EURIBOR Borrowing or a CDOR Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar LIBOR Borrowing, a EURIBOR Borrowing or a CDOR Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR Borrowingand on terms consistent with the other provisions of this Agreement. A Co-The applicable Borrower may elect different options with respect to different portions of the applicable affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, Borrowing and the Loans comprising each such portion shall be considered a separate Borrowing. This Section shall not apply to Swingline Loans, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-a Borrower shall notify the Applicable Agent (and, if such Agent is not the Administrative Agent, the Administrative Agent at the Applicable Office ) of such election by telephone by the time and date that a Borrowing Request would be required under Section 2.03 if such Co-Borrower were requesting a Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic notice shall be given (i) in the case of a notice to the Administrative Agent or the Canadian Agent, by telephone or telecopy, and (ii) in the case of a notice to the London Agent, by email or telecopy. Each Interest Election Request shall be irrevocable and shall be in a form (or, in the case of a telephonic Interest Election Request, confirmed promptly by hand delivery, facsimile delivery or other electronic transmission to the Administrative Agent at the Applicable office telecopy of a written Interest Election Request in a form) approved by the Administrative Agent and signed by a Responsible Financial Officer of the applicable Borrower. Notwithstanding any other provision of this Section, a Borrower shall not be permitted to (i) change the currency of any Borrowing, (ii) to elect an Interest Period for LIBOR Loans, EURIBOR Loans or authorized signatory CDOR Loans that does not comply with Section 2.02(d) or (previously certified as such iii) to convert any Borrowing into a Type not available for Borrowings in the Administrative Agent) of each Co-Borrowerapplicable currency. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the Type of the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar LIBOR Borrowing, a EURIBOR Borrowing or a CDOR Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If by any such Interest Election Request a Borrower requests a Eurodollar LIBOR, a EURIBOR or a CDOR Borrowing but does not specify an Interest Period, then the applicable Co-such Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Applicable Agent shall advise each affected Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar LIBOR Borrowing, a EURIBOR Borrowing or a CDOR Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period, (i) in the case of a LIBOR Borrowing made to the Company or a US Borrowing Subsidiary and denominated in US Dollars, such Borrowing shall be deemed converted to have selected an ABR Borrowing, (ii) in the case of a CDOR Borrowing, such Borrowing shall be converted to a Canadian Prime Borrowing and (iii) in the case of any other LIBOR Borrowing or any EURIBOR Borrowing, such Borrowing shall become due and payable on the last day of such Interest Period of one month’s duration. Period. (f) Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-Borrowerthe Company, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars US Dollars to the Company or a Domestic Subsidiary may be converted to or continued as a Eurodollar LIBOR Borrowing, (ii) unless repaid, each Eurodollar LIBOR Borrowing denominated in dollars US Dollars of the Company or a Domestic Subsidiary shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto thereto, (iii) no outstanding Borrowing denominated in Canadian Dollars may be converted to or continued as a CDOR Borrowing and (iiiii) unless repaid, each Eurodollar CDOR Borrowing denominated in an Alternative Currency shall be continued as converted to a Eurodollar Canadian Prime Borrowing with an at the end of the Interest Period applicable thereto. The foregoing is without prejudice to the other rights and remedies available hereunder upon an Event of one month’s durationDefault.

Interest Elections. (a) Each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-The Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. This Section shall not apply to Swingline Borrowings, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone or through Electronic System, if arrangements for doing so have been approved by the Administrative Agent, by the time that a Borrowing Request would be required under Section 2.03 if such Co-the Borrower were requesting a Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile Electronic System or other electronic transmission fax to the Administrative Agent at the Applicable office of a written Interest Election Request in a form approved by the Administrative Agent and signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request (including requests submitted through Electronic System) shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”. If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationABR Borrowing. Notwithstanding any contrary provision hereof, if an Event of a Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-the Borrower, then, so long as an Event of a Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaid, each Eurodollar Borrowing denominated in dollars shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Borrowing initially shall be of the Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar Borrowing, shall have an initial Interest Period as specified in such Borrowing Request or designated by Section 2.03Request. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing to a different Type or to continue such Borrowing and, in the case of a Eurodollar Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; provided, however, that in no event may a Borrowing denominated in an Alternative Currency be converted into an ABR BorrowingSection. A Co-The Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone by the time that a Borrowing Request would be required under Section 2.03 if such Co-the Borrower were requesting a Borrowing of the Type resulting from such election to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly (but in any event on the same Business Day) by hand delivery, facsimile fax or other electronic transmission (including by “.pdf” or “.tif”) to the Administrative Agent at the Applicable office of a written Interest Election Request in the form of Exhibit D and signed by a Responsible Officer or authorized signatory (previously certified as such to the Administrative Agent) of each Co-Borrower. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether the resulting Borrowing is to be an ABR a CBFR Borrowing or a Eurodollar Borrowing; and; (iv) if the resulting Borrowing is to be a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” If ”; and (v) following any notice from the Administrative Agent contemplated by clause (e) of this Section 2.06, as of the date of such Interest Election Request requests a Eurodollar Borrowing but does not specify Request, no event shall have occurred and be continuing or would result from the consummation of the conversion and/or continuation contemplated thereby that would constitute an Interest Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period Event of one month’s durationDefault. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each Lender of the applicable Class to which such Interest Election Request relates of the details thereof and of such Lender’s portion of each resulting Borrowing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar Borrowing prior to the end of the Interest Period applicable thereto, then, unless such Borrowing is repaid as provided herein, then at the end of such Co-Borrower Interest Period such Borrowing shall be deemed converted to have selected an Interest Period of one month’s durationa CBFR Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the written request (including a request through electronic means) of the Required Lenders, so notifies each Co-the Borrower, then, so long as an Event of Default is continuing (i) no outstanding Borrowing denominated in dollars may be converted to or continued as a Eurodollar Borrowing, Borrowing and (ii) unless repaid, each Eurodollar Borrowing denominated in dollars shall be converted to an ABR a CBFR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.

Interest Elections. (a) Each Revolving Borrowing initially shall be of the permitted Type specified in the applicable Borrowing Request or designated by Section 2.03 and, in the case of a Eurodollar LIBOR Borrowing, a CDOR Borrowing or a EURIBOR Borrowing, shall have an initial Interest Period as specified in such Borrowing Request Request. Each B/A Drawing shall have a Contract Period as specified in the applicable request therefor or designated by as otherwise provided in Section 2.032.06. Thereafter, the applicable Co-Borrower may elect to convert such Borrowing or B/A Drawing to a Borrowing of a different Type or, in the case of a Borrowing in Canadian Dollars, a B/A Drawing, or to continue such Borrowing or B/A Drawing and, in the case of a Eurodollar LIBOR Borrowing, a CDOR Borrowing or a EURIBOR Borrowing, may elect Interest Periods therefor, all as provided in this Section 2.07; providedand on terms consistent with the other provisions of this Agreement, however, it being understood that in no event B/A Drawing may a Borrowing denominated in an Alternative Currency be converted into an ABR Borrowingor continued other than at the end of the Contract Period applicable thereto. A Co-Borrower may elect different options with respect to different portions of the an affected BorrowingBorrowing or B/A Drawing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such BorrowingBorrowing or accepting the B/As comprising such B/A Drawing, as the case may be, and the Loans comprising each or B/As resulting from an election made with respect to any such portion shall be considered a separate BorrowingBorrowing or B/A Drawing. This Section shall not apply to Swingline Borrowings, which may not be converted or continued. (b) To make an election pursuant to this Section 2.07Section, the applicable Co-a Borrower shall notify the Administrative Agent at the Applicable Office of such election by telephone (i) in the case of an election that would result in a Borrowing, by the time and date that a Borrowing Request would be required under Section 2.03 if such Co-Borrower were requesting a Revolving Borrowing of the Type and in the currency resulting from such election to be made on the effective date of such election and (ii) in the case of an election that would result in a B/A Drawing or the continuation of a B/A Drawing, by the time and date that a request would be required under Section 2.06 if such Borrower were requesting an acceptance and purchase of B/As to be made on the effective date of such election. Each such telephonic Interest Election Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile or other electronic transmission delivery to the Administrative Agent at the Applicable office of a written Interest Election Request in a form approved by the Administrative Agent and signed by a Responsible Financial Officer on behalf of the applicable Borrower. Notwithstanding any other provision of this Section, a Borrower shall not be permitted to (x) change the currency of any Borrowing or authorized signatory B/A Drawing, (previously certified as y) elect an Interest Period for LIBOR Loans, CDOR Loans or EURIBOR Loans that does not comply with Section 2.02(d) or any Contract Period for a B/A Drawing that does not comply with Section 2.06 or (z) convert any Borrowing or B/A Drawing to a Borrowing or B/A Drawing not available to such Borrower under the Class of Commitments pursuant to the Administrative Agent) of each Co-Borrowerwhich such Borrowing or B/A Drawing was made. (c) Each telephonic and written Interest Election Request shall specify the following information in compliance with Section 2.032.02: (i) the Borrowing or B/A Drawing to which such Interest Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be allocated to each resulting Borrowing or B/A Drawing (in which case the information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting BorrowingBorrowing or B/A Drawing); (ii) the effective date of the election made pursuant to such Interest Election Request, which shall be a Business Day; (iii) whether in the case of an election resulting in a Borrowing, the currency and Type of the resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) in the case of an election resulting in a Borrowing, if the resulting Borrowing is to be a Eurodollar LIBOR Borrowing, a CDOR Borrowing or a EURIBOR Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period.” ”, and in the case of an election resulting in a B/A Drawing, the Contract Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Contract Period”. If any such Interest Election Request requests a Eurodollar LIBOR, CDOR or EURIBOR Borrowing or a B/A Drawing but does not specify an Interest Period or a Contract Period, then the applicable Co-Borrower shall be deemed to have selected an Interest Period of one month’s duration or a Contract Period of 30 days’ duration. (d) Promptly following receipt of an Interest Election Request in accordance with this Section 2.07Request, the Administrative Agent shall advise each affected Lender of the applicable Class of the details thereof and of such Lender’s portion of each resulting BorrowingBorrowing or B/A Drawing. (e) If the applicable Co-Borrower fails to deliver a timely Interest Election Request with respect to a Eurodollar LIBOR Borrowing, a CDOR Borrowing, a EURIBOR Borrowing or a B/A Drawing prior to the end of the Interest Period or Contract Period applicable thereto, then, unless such Borrowing or B/A Drawing is repaid as provided herein, then at the end of such Co-Interest Period or Contract Period, (i) in the case of a LIBOR Borrowing made to the Company, a US Borrowing Subsidiary or a Canadian Borrowing Subsidiary and denominated in US Dollars, such Borrowing shall be converted to an ABR Borrowing, (ii) in the case of a CDOR Borrowing or a B/A Drawing denominated in Canadian Dollars, such Borrowing or B/A Drawing shall be converted to a Canadian Prime Rate Borrowing and (iii) in the case of any other LIBOR Borrowing or a EURIBOR Borrowing, such Borrowing shall become due and payable on the last day of such Interest Period. (f) Upon the conversion of any Borrowing (or portion thereof), or the continuation of any B/A Drawing (or portion thereof), to or as a B/A Drawing, the net amount that would otherwise be payable to a Borrower by each Lender pursuant to Section 2.06(f) in respect of such new B/A Drawing shall be applied against the principal of such Borrowing (in the case of a conversion) or the reimbursement obligation owed to such Lender under Section 2.06(i) in respect of the B/As accepted by such Lender as part of such maturing B/A Drawing (in the case of a continuation), and such Borrower shall be deemed pay to have selected such Lender an Interest Period amount equal to the difference between the principal amount of one month’s duration. such Loan or the aggregate face amount of such maturing B/As, as the case may be, and such net amount. (g) Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies each Co-the Borrower, then, so long as an Event of Default is continuing continuing, (i) no outstanding Borrowing denominated in dollars US Dollars to the Company, a US Subsidiary or a Canadian Subsidiary may be converted to or continued as a Eurodollar Borrowing, LIBOR Borrowing and (ii) unless repaid, each Eurodollar LIBOR Borrowing denominated in dollars US Dollars to the Company, a US Subsidiary or a Canadian Subsidiary shall be converted to an ABR Borrowing at the end of the Interest Period applicable thereto and (iii) unless repaid, each Eurodollar Borrowing denominated in an Alternative Currency shall be continued as a Eurodollar Borrowing with an Interest Period of one month’s durationthereto.