Common use of Optional Prepayments and Conversions or Continuations of Loans Clause in Contracts

Optional Prepayments and Conversions or Continuations of Loans. (a) Subject to Section 4.04, Borrower shall have the right to prepay Loans (without premium or penalty), or to convert Loans of one Type into Loans of another Type or to continue Loans of one Type as Loans of the same Type, at any time or from time to time. Borrower shall give Administrative Agent notice of each such prepayment, conversion or continuation as provided in Section 4.05 (and, upon the date specified in any such notice of prepayment, the amount to be prepaid shall become due and payable hereunder; provided that Borrower may make any such notice conditional upon the occurrence of a Person’s acquisition or sale or any incurrence of indebtedness or issuance of Equity Interests). Each Notice of Continuation/Conversion shall be substantially in the form of Exhibit C. If LIBOR Loans are prepaid or converted other than on the last day of an Interest Period therefor, Borrower shall at such time pay all expenses and costs required by Section 5.05. Notwithstanding the foregoing, and without limiting the rights and remedies of the Lenders under Article XI, in the event that any Event of Default shall have occurred and be continuing, Administrative Agent may (and, at the request of the Required Lenders, shall), upon written notice to Borrower, have the right to suspend the right of Borrower to convert any Loan into a LIBOR Loan, or to continue any Loan as a LIBOR Loan, in which event all Loans shall be converted (on the last day(s) of the respective Interest Periods therefor) or continued, as the case may be, as ABR Loans.

Optional Prepayments and Conversions or Continuations of Loans. (a) Subject to Section 4.04Sections 4.04 and 5.05 hereof, any Borrower shall have the right to prepay Loans (without premium or penalty)Syndicated Loans, or to convert Convert Syndicated Loans of one Type into Syndicated Loans of another Type or to continue Continue Syndicated Loans of one Type as Syndicated Loans of the same Type, at any time or from time to time. , provided that the relevant Borrower shall give the Administrative Agent notice of each such prepayment, conversion Conversion or continuation Continuation as provided in Section 4.05 hereof (and, upon the date specified in any such notice of prepayment, the amount to be prepaid shall become due and payable hereunder; provided that Borrower may make any such notice conditional upon the occurrence of a Person’s acquisition or sale or any incurrence of indebtedness or issuance of Equity Interests). Each Notice of Continuation/Conversion shall be substantially in the form of Exhibit C. If LIBOR Loans are prepaid or converted other than on the last day of an Interest Period therefor, Any Borrower shall at have the right to prepay any Money Market Loan held by any Bank only with the consent of such time pay all expenses and costs required by Section 5.05Bank. Notwithstanding the foregoing, and without limiting the rights and remedies of the Lenders Banks under Article XISection 9 hereof, in the event that any Event of Default shall have occurred and be continuing, the Administrative Agent may (and, and at the request of the Required Lenders, Majority Banks shall), upon written notice to Borrower, have the right to ) suspend the right of any Borrower to convert Convert any Loan into a LIBOR Fixed Rate Loan, or to continue Continue any Loan as a LIBOR Fixed Rate Loan, in which event all Loans shall be converted Converted (on the last day(s) of the respective Interest Periods therefor) or continuedContinued, as the case may be, as ABR Base Rate Loans.

Optional Prepayments and Conversions or Continuations of Loans. (a) Subject to Section 4.04, Borrower shall have the right to prepay Loans (without premium or penalty)Loans, or to convert Convert Loans of one Type into Loans of another Type or to continue Continue Loans of one Type as Loans of the same Type, at any time or from time to time. time to be applied as specified by Borrower; PROVIDED, HOWEVER, that: (a) Borrower shall give the Administrative Agent notice of each such prepayment, conversion Conversion or continuation Continuation as provided in Section 4.05 (and, upon the date specified in any such notice of prepayment, the amount to be prepaid shall become due and payable hereunder); provided that Borrower may make any such notice conditional upon the occurrence of a Person’s acquisition or sale or any incurrence of indebtedness or issuance of Equity Interests). Each Notice of Continuation/Conversion shall be substantially in the form of Exhibit C. If (b) if LIBOR Loans are prepaid or converted Converted other than on the last day of an Interest Period thereforfor such Loans, Borrower shall at such time pay all expenses and costs required by Section 5.05; and (c) prepayments of the Term Loans pursuant to this Section 2.09 shall be applied PRO RATA between the Term Loan Tranches based upon the remaining unpaid amounts thereof and, as to each such Term Loan Tranche, the amount to be applied thereto shall be applied in inverse order of maturity among the remaining Amortization Payments based upon the remaining unpaid amounts thereof. Each notice of Conversion or Continuation shall be substantially in the form of EXHIBIT J. Notwithstanding the foregoing, and without limiting the rights and remedies of the Lenders under Article XISection 10, in the event that any Event of Default shall have occurred and be continuing, the Administrative Agent may (and, and at the request of the Required Lenders, Majority Lenders shall), upon written notice to Borrower, have the right to ) suspend the right of Borrower to convert Convert any Loan into a LIBOR Loan, or to continue Continue any Loan as a LIBOR Loan, in which event all Loans shall be converted Converted (on the last day(s) of the respective Interest Periods therefor) or continuedContinued, as the case may be, as ABR Loans.

Optional Prepayments and Conversions or Continuations of Loans. (a) Subject to Section 4.04, Borrower the Company shall have the right to prepay Loans (without premium or penalty)Loans, or to convert Convert Loans of one Type into Loans of another Type or to continue Continue Loans of one Type as Loans of the same Type, at any time or from time to time. Borrower , provided that: (a) the Company shall give the Administrative Agent notice of each such prepayment, conversion Conversion or continuation Continuation as provided in Section 4.05 (and, upon the date specified in any such notice of prepayment, the amount to be prepaid shall become due and payable hereunder); provided that Borrower may make (b) any such notice conditional upon the occurrence prepayment or Conversion of a Person’s acquisition or sale or any incurrence of indebtedness or issuance of Equity Interests). Each Notice of Continuation/Conversion shall be substantially in the form of Exhibit C. If LIBOR Eurodollar Loans are prepaid or converted other than on the last day of an Interest Period thereforfor such Loans shall be accompanied by payment of any amounts owing under Section 5.05 as a result of such prepayment; and (c) any Conversion into or Continuation of Eurodollar Loans shall be subject to the proviso set forth at the end of Section 2.01. Each such notice of prepayment shall be in substantially the form of Exhibit I (a "Notice of Prepayment"), Borrower and each such notice of any Conversion or Continuation shall at such time pay all expenses and costs required by Section 5.05be in substantially the form of Exhibit J (a "Notice of Conversion/Continuation"). Notwithstanding the foregoing, and without limiting the rights and remedies of the Lenders under Article XISection 10, in the event that any Event of Default shall have occurred and be continuing, the Administrative Agent may (and, and at the request of the Required Lenders, Majority Lenders shall), upon written notice to Borrower, have the right to ) suspend the right of Borrower the Company to convert Convert any Loan into a LIBOR Eurodollar Loan, or to continue Continue any Loan as a LIBOR Eurodollar Loan, in which event all Loans shall be converted Converted (on the last day(s) of the respective Interest Periods therefor) into, or continuedContinued as, as the case may be, as ABR Base Rate Loans.. Credit Agreement ----------------

Optional Prepayments and Conversions or Continuations of Loans. (a) Subject to Section 4.04, the Borrower shall have the right to prepay Loans (without premium or penalty)Loans, or to convert Convert Loans of one Type into Loans of another Type or to continue Continue Loans of one Type as Loans of the same Type, at any time or from time to time. time and in each case without premium or penalty, provided that: (a) the Borrower shall give the Administrative Agent notice of each such prepayment, conversion Conversion or continuation Continuation as provided in Section 4.05 (and, upon the date specified in any such notice of prepayment, the amount to be prepaid shall become due and payable hereunder); provided that Borrower (b) Eurodollar Loans may make any such notice conditional upon the occurrence of a Person’s acquisition or sale or any incurrence of indebtedness or issuance of Equity Interests). Each Notice of Continuation/Conversion shall be substantially in the form of Exhibit C. If LIBOR Loans are prepaid or converted other than Converted only on the last day of an Interest Period therefor, Borrower for such Loans; (c) prepayments of the Term Loans shall at such time pay all expenses be applied to the installments of the Term Loans in the inverse order of their maturities; and costs required by (d) any Conversion into or Continuation of Eurodollar Loans shall be subject to the provisions of Section 5.052.01(c). Notwithstanding the foregoing, and without limiting the rights and remedies of the Lenders under Article XISection 10, in the event that any Event of Default shall have occurred and be continuing, the Administrative Agent may (and, and at the request of the Required Lenders, Majority Lenders shall), upon written notice to Borrower, have the right to ) suspend the right of the Borrower to convert Convert any Loan into a LIBOR Eurodollar Loan, or to continue Continue any Loan as a LIBOR Eurodollar Loan, in which event all Loans shall be converted Converted (on the last day(s) of the respective Interest Periods therefor) into, or continuedContinued as, as the case may be, as ABR Base Rate Loans.

Optional Prepayments and Conversions or Continuations of Loans. (a) Subject to Section 4.04, Borrower shall have the right to prepay Loans (without premium or penalty)Loans, or to convert Convert Loans of one Type into Loans of another Type or to continue Continue Loans of one Type as Loans of the same Type, at any time or from time to time. time to be applied as specified by Borrower; PROVIDED, HOWEVER, that: (a) Borrower shall give the Administrative Agent notice of each such prepayment, conversion Conversion or continuation Continuation as provided in Section 4.05 (and, upon the date specified in any such notice of prepayment, the amount to be prepaid shall become due and payable hereunder); provided that Borrower may make any such notice conditional upon the occurrence of a Person’s acquisition or sale or any incurrence of indebtedness or issuance of Equity Interests). Each Notice of Continuation/Conversion shall be substantially in the form of Exhibit C. If (b) LIBOR Loans are may be prepaid or converted other than Converted only on the last day of an Interest Period therefor, Borrower for such Loans; and (c) prepayments of the Term Loans pursuant to this Section 2.09 shall at such time pay all expenses and costs required by Section 5.05be applied PRO RATA among the remaining Amortization Payments based upon the remaining unpaid amounts thereof. Each notice of Conversion or Continuation shall be substantially in the form of EXHIBIT J. Notwithstanding the foregoing, and without limiting the rights and remedies of the Lenders under Article XISection 10, in the event that any Event of Default shall have occurred and be continuing, the Administrative Agent may (and, and at the request of the Required Lenders, Majority Lenders shall), upon written notice to Borrower, have the right to ) suspend the right of Borrower to convert Convert any Loan into a LIBOR Loan, or to continue Continue any Loan as a LIBOR Loan, in which event all Loans shall be converted Converted (on the last day(s) of the respective Interest Periods therefor) or continuedContinued, as the case may be, as ABR Alternate Base Rate Loans.

Optional Prepayments and Conversions or Continuations of Loans. (a) Subject to Section 4.04Sections 4.04 and 5 hereof, each Borrower shall have the right to prepay Loans (without premium or penalty)Syndicated Loans, or to convert Convert Syndicated Loans of one Type into Syndicated Loans of another Type or to continue Continue Syndicated Loans of one Type as Syndicated Loans of the same Type, at any time or from time to time. , provided that such Borrower shall give the Administrative Agent notice of each such prepayment, conversion Conversion or continuation Continuation as provided in Section 4.05 hereof (and, upon the date specified in any such notice of prepayment, the amount to be prepaid shall become due and payable hereunder; provided that Borrower may make any such notice conditional upon the occurrence of a Person’s acquisition or sale or any incurrence of indebtedness or issuance of Equity Interests). Each Notice No Money Market Loan may be prepaid without the prior consent of Continuation/Conversion shall be substantially in the form of Exhibit C. If LIBOR Loans are prepaid or converted other than on the last day of an Interest Period therefor, Borrower shall at Bank holding such time pay all expenses and costs required by Section 5.05Loan. Notwithstanding the foregoing, and without limiting the rights and remedies of the Lenders Banks under Article XISection 10 hereof, in the event that any Event of Default shall have occurred and be continuing, the Administrative Agent may (and, and at the request of the Required Lenders, Majority Banks shall), upon written notice to Borrower, have the right to ) suspend the right of any Borrower to convert Convert any Loan Five-Year Credit Agreement into a LIBOR Fixed Rate Loan, or to continue Continue any Loan as a LIBOR Fixed Rate Loan, in which event all Loans shall be converted Converted (on the last day(s) of the respective Interest Periods therefor) or continuedContinued, as the case may be, as ABR Base Rate Loans.

Optional Prepayments and Conversions or Continuations of Loans. (a) Subject to Section 4.044.4, Borrower shall have the right to prepay Loans (without premium or penalty)Loans, or to convert Convert Loans of one Type into Loans of another Type or to continue Continue Loans of one Type as Loans of the same Type, at any time or from time to time. time to be applied as specified by Borrower; provided, however, that: (a) Borrower shall give the Administrative Agent notice of each such prepayment, conversion Conversion or continuation Continuation as provided in Section 4.05 4.5 (and, upon the date specified in any such notice of prepayment, the amount to be prepaid shall become due and payable hereunder); provided that Borrower may make any such notice conditional upon the occurrence of a Person’s acquisition or sale or any incurrence of indebtedness or issuance of Equity Interests). Each Notice of Continuation/Conversion shall be substantially in the form of Exhibit C. If and (b) if LIBOR Loans are prepaid or converted Converted other than on the last day of an Interest Period thereforfor such Loans, Borrower shall at such time pay all expenses and costs required by Section 5.055.5. Each notice of Conversion or Continuation shall be substantially in the form of Exhibit I. Notwithstanding the foregoing, and without limiting the rights and remedies of the Revolving Credit Lenders under Article XISection 10, in the event that any Event of Default shall have occurred and be continuing, the Administrative Agent may (and, and at the request of the Required Lenders, Majority Revolving Credit Lenders shall), upon written notice to Borrower, have the right to ) suspend the right of Borrower to convert Convert any Loan into a LIBOR Loan, or to continue Continue any Loan as a LIBOR Loan, in which event all Loans shall be converted Converted (on the last day(s) of the respective Interest Periods therefor) or continuedContinued, as the case may be, as ABR Alternate Base Rate Loans.

Optional Prepayments and Conversions or Continuations of Loans. (a) Subject to Section 4.044.04 hereof, the Borrower shall have the right to prepay Loans (without premium or penalty)Loans, or to convert Convert Loans of one Type into Loans of another Type or to continue Continue Loans of one Type as Loans of the same Type, at any time or from time to time. , PROVIDED that: (a) the Borrower shall give the Administrative Agent notice of each such prepayment, conversion Conversion or continuation Continuation as provided in Section 4.05 hereof (and, upon the date specified in any such notice of prepayment, the amount to be prepaid shall become due and payable hereunder); provided that Borrower (b) Eurodollar Loans may make any such notice conditional upon the occurrence of a Person’s acquisition or sale or any incurrence of indebtedness or issuance of Equity Interests). Each Notice of Continuation/Conversion shall be substantially in the form of Exhibit C. If LIBOR Loans are prepaid or converted other than Converted only on the last day of an Interest Period thereforfor such Loans; (c) prepayments of the Term Loans shall be applied ratably to the Tranche A Term Loans and the Tranche B Term Loans and, Borrower in the case of each such Class, to the installments of the Term Loans in direct order of their scheduled maturities; and (d) any Conversion or Continuation of Eurodollar Loans shall at such time pay all expenses and costs required by be subject to the provisions of Section 5.052.01(d) hereof. Notwithstanding the foregoing, and without limiting the rights and remedies of the Lenders under Article XISection 10 hereof, in the event that any Event of Default shall have occurred and be continuing, the Administrative Agent may (and, and at the request of the Required Lenders, Majority Lenders shall), upon written notice to Borrower, have the right to ) suspend the right of the Borrower to convert Convert any Loan into a LIBOR Eurodollar Loan, or to continue Continue any Loan as a LIBOR Eurodollar Loan, in which event all Loans shall be converted Converted (on the last day(s) of the respective Interest Periods therefor) or continuedContinued, as the case may be, as ABR Base Rate Loans.

Optional Prepayments and Conversions or Continuations of Loans. (a) Subject to Section 4.04, Borrower shall have the right to prepay Loans (Loans, in whole or in part, without premium penalty or penalty)premium, or to convert Convert Loans of one Type into Loans of another Type or to continue Continue Loans of one Type as Loans of the same Type, at any time or from time to time. time to be applied as specified by Borrower; provided, however, that: (a) Borrower shall give the Administrative Agent notice of each such prepayment, conversion Conversion or continuation Continuation as provided in Section 4.05 (and, upon the date specified in any such notice of prepayment, the amount to be prepaid shall become due and payable hereunder); provided that Borrower may make any such notice conditional upon the occurrence of a Person’s acquisition or sale or any incurrence of indebtedness or issuance of Equity Interests). Each Notice of Continuation/Conversion shall be substantially in the form of Exhibit C. If (b) if LIBOR Loans are prepaid or converted Converted other than on the last day of an Interest Period thereforfor such Loans, Borrower shall at such time pay all expenses and costs required by Section 5.05; and (c) prepayments of the Term Loans pursuant to this Section 2.09 shall be applied to scheduled Amortization Payments on a pro rata basis. Each notice of Conversion or Continuation shall be substantially in the form of Exhibit J. Notwithstanding the foregoing, and without limiting the rights and remedies of the Lenders under Article XISection 10, in the event that any Event of Default shall have occurred and be continuing, the Administrative Agent may (and, and at the request of the Required Lenders, Majority Lenders shall), upon written notice to Borrower, have the right to ) suspend the right of Borrower to convert Convert any Loan into a LIBOR Loan, or to continue Continue any Loan as a LIBOR Loan, in which -42- event all Loans shall be converted Converted (on the last day(s) of the respective Interest Periods therefor) or continuedContinued, as the case may be, as ABR Loans.

Optional Prepayments and Conversions or Continuations of Loans. (a) Subject to Section 4.044.03 hereof, the Borrower shall have the right to prepay Loans (without premium or penalty)Loans, or to convert Convert Loans of one Type into Loans of another Type or to continue Continue Loans of one Type as Loans of the same Type, at any time or from time to time. , provided that (a) the Borrower shall give Administrative Agent the Lender notice of each such prepayment, conversion Conversion or continuation Continuation as provided in Section 4.05 4.04 hereof (and, upon the date specified in any such notice of prepayment, the amount to be prepaid shall become due and payable hereunder; provided that Borrower may make ), (b) any such notice conditional upon the occurrence prepayment or Conversion of a Person’s acquisition or sale or any incurrence of indebtedness or issuance of Equity Interests). Each Notice of Continuation/Conversion shall be substantially in the form of Exhibit C. If LIBOR Eurodollar Loans are prepaid or converted other than on the last day of an Interest Period therefor, Borrower therefor shall at such time pay all expenses be accompanied by payment of any amount required to be reimbursed under Section 5.05 hereof and costs required by (c) any Conversion into or Continuation of Eurodollar Loans shall be subject to the provisions of the last sentence of Section 5.052.01 hereof. Notwithstanding the foregoing, and without limiting the rights and remedies of the Lenders Lender under Article XISection 9 hereof, in the event that if any Event of Default shall have has occurred and be continuing, Administrative Agent may (and, at is continuing and the request of Lender so notifies the Required Lenders, shall), upon written notice to Borrower, have the right to suspend then, so long as an Event of Default is continuing (i) the right of the Borrower to convert Convert any Loan into a LIBOR Eurodollar Loan, or to continue Continue any Loan as a LIBOR Eurodollar Loan, in which event shall be suspended and (ii) all Loans shall be converted Converted (on the last day(s) of the respective Interest Periods therefor) into, or continuedContinued as, as the case may be, as ABR Base Rate Loans.

Optional Prepayments and Conversions or Continuations of Loans. (a) Subject to Section 4.04, Borrower shall have the right to prepay Loans (without premium or penalty)Loans, or to convert Convert Loans of one Type into Loans of another Type or to continue Continue Loans of one Type as Loans of the same Type, at any time or from time to time. Borrower shall give Administrative Agent notice of each such prepayment, conversion Conversion or continuation Continuation as provided in Section 4.05 (and, upon the date specified in any such notice of prepayment, the amount to be prepaid shall become due and payable hereunder; provided that Borrower may make any such notice conditional upon the occurrence of a Person’s acquisition or sale or any incurrence of indebtedness or issuance of Equity Interests). Each Notice notice of Continuation/Conversion or Continuation shall be substantially in the form of Exhibit C. H. If LIBOR Loans are prepaid or converted Converted other than on --------- the last day of an Interest Period therefor, Borrower shall at such time pay all expenses and costs required by Section 5.05. Notwithstanding the foregoing, and without limiting the rights and remedies of the Lenders under Article XISection 10, in the event that any Event of Default shall have occurred and be continuing, Administrative Agent may (and, and at the request of the Required Lenders, Majority Lenders shall), upon written notice to Borrower, have the right to ) suspend the right of Borrower to convert Convert any Loan into a LIBOR Loan, or to continue Continue any Loan as a LIBOR Loan, in which event all Loans shall be converted Converted (on the last day(s) of the respective Interest Periods therefor) or continuedContinued, as the case may be, as ABR Loans. Prepayments of the Term B Facility Loans pursuant to this Section 2.09 shall be applied pro rata to the remaining --- ---- scheduled amortization payments in respect thereof.

Optional Prepayments and Conversions or Continuations of Loans. (a) Subject to Section 4.044.04 hereof, the Borrower shall have the right to prepay Loans (without premium or penalty)Loans, or to convert Convert Loans of one Type into Loans of another Type or to continue Continue Loans of one Type as Loans of the same Type, at any time or from time to time. , provided that: (a) the Borrower shall give the Administrative Agent notice of -------- each such prepayment, conversion Conversion or continuation Continuation as provided in Section 4.05 hereof (and, upon the date specified in any such notice of prepayment, the amount to be prepaid shall become due and payable hereunder); provided that Borrower (b) Eurodollar Loans may make any such notice conditional upon the occurrence of a Person’s acquisition or sale or any incurrence of indebtedness or issuance of Equity Interests). Each Notice of Continuation/Conversion shall be substantially in the form of Exhibit C. If LIBOR Loans are prepaid or converted other than Converted only on the last day of an Interest Period thereforfor such Loans; (c) prepayments of the Term Loans shall be applied ratably to the Tranche A Term Loans and the Tranche B Term Loans and, Borrower in the case of each such Class, to the installments of the Term Loans in direct order of their scheduled maturities; and (d) any Conversion or Continuation of Eurodollar Loans shall at such time pay all expenses and costs required by be subject to the provisions of Section 5.052.01(d) hereof. Notwithstanding the foregoing, and without limiting the rights and remedies of the Lenders under Article XISection 10 hereof, in the event that any Event of Default shall have occurred and be continuing, the Administrative Agent may (and, and at the request of the Required Lenders, Majority Lenders shall), upon written notice to Borrower, have the right to ) suspend the right of the Borrower to convert Convert any Loan into a LIBOR Eurodollar Loan, or to continue Continue any Loan as a LIBOR Eurodollar Loan, in which event all Loans shall be converted Converted (on the last day(s) of the respective Interest Periods therefor) or continuedContinued, as the case may be, as ABR Base Rate Loans.

Optional Prepayments and Conversions or Continuations of Loans. (a) Subject to Section 4.04Sections 4.04 and 5 hereof, each Borrower shall have the right to prepay Loans (without premium or penalty)Syndicated Loans, or to convert Convert Syndicated Loans of one Type into Syndicated Loans of another Type or to continue Continue Syndicated Loans of one Type as Syndicated Loans of the same Type, at any time or from time to time. , provided that such Borrower shall give the Administrative Agent notice of each such prepayment, conversion Conversion or continuation Continuation as provided in Section 4.05 hereof (and, upon the date specified in any such notice of prepayment, the amount to be prepaid shall become due and payable hereunder; provided that Borrower may make any such notice conditional upon the occurrence of a Person’s acquisition or sale or any incurrence of indebtedness or issuance of Equity Interests). Each Notice No Money Market Loan may be prepaid without the prior consent of Continuation/Conversion shall be substantially in the form of Exhibit C. If LIBOR Loans are prepaid or converted other than on the last day of an Interest Period therefor, Borrower shall at Bank holding such time pay all expenses and costs required by Section 5.05Loan. Notwithstanding the foregoing, and without limiting the rights and remedies of the Lenders Banks under Article XISection 10 hereof, in the event that any Event of Default shall have occurred and be continuing, the Administrative Agent may (and, and at the request of the Required Lenders, Majority Banks shall), upon written notice to Borrower, have the right to ) suspend the right of any Borrower to convert Convert any Loan into a LIBOR Fixed Rate Loan, or to continue Continue any Loan as a LIBOR Fixed Rate Loan, in which event all Loans shall be converted Converted (on the last day(s) of the respective Interest Periods therefor) or continuedContinued, as the case may be, as ABR Base Rate Loans.

Optional Prepayments and Conversions or Continuations of Loans. (a) Subject to Section 4.044.04 hereof, Borrower the Company shall have the right to prepay Loans (without premium or penalty)Loans, or to convert Convert Revolving Credit Loans of one Type into Revolving Credit Loans of another Type or to continue Continue Revolving Credit Loans of one Type as Revolving Credit Loans of the same Type, at any time or from time to time. Borrower , provided that the Company shall give the Administrative Agent notice of each such prepayment, conversion Conversion or continuation Continuation as provided in Section 4.05 hereof (and, upon the prepayment date specified in any such notice of prepayment, the amount to be prepaid shall become due and payable hereunder; provided that Borrower may make any such notice conditional upon the occurrence of a Person’s acquisition or sale or any incurrence of indebtedness or issuance of Equity Interests). Each Notice of Continuation/Conversion shall be substantially in the form of Exhibit C. If LIBOR Loans are prepaid or converted other than on the last day of an Interest Period therefor, Borrower shall at such time pay all expenses and costs required by Section 5.05. Notwithstanding the foregoing, and without limiting the rights and remedies of the Lenders under Article XISection 10 hereof, Exhibit 10.1 in the event that any Event of Default shall have occurred and be continuing, the Administrative Agent may (and, and at the request of the Required Lenders, Majority Lenders shall), upon written notice to Borrower, have the right to ) suspend the right of Borrower the Company to convert borrow any Revolving Credit Loan as a Eurodollar Loan, to Convert any Revolving Credit Loan into a LIBOR Loan, Eurodollar Loan or to continue Continue any Revolving Credit Loan as a LIBOR Eurodollar Loan, in which event all Eurodollar Loans then outstanding shall be converted Converted (on the last day(s) of the respective Interest Periods therefor) or continued, as the case may be, as ABR into Base Rate Loans.

Optional Prepayments and Conversions or Continuations of Loans. (a) Subject to Section 4.04, Borrower shall have the right to prepay Loans (without premium or penalty, except as provided in Section 2.09(b)), or to convert Loans of one Type into Loans of another Type or to continue Loans of one Type as Loans of the same Type, at any time or from time to time. Borrower shall give Administrative Agent notice of each such prepayment, conversion or continuation as provided in Section 4.05 (and, upon the date specified in any such notice of prepayment, the amount to be prepaid shall become due and payable hereunder; provided that Borrower may make any such notice conditional upon the occurrence of a Person’s acquisition or sale or any incurrence of indebtedness or issuance of Equity Interests). Each Notice of Continuation/Conversion shall be substantially in the form of Exhibit C. If LIBOR Loans are prepaid or converted other than on the last day of an Interest Period therefor, Borrower shall at such time pay all expenses and costs required by Section 5.05. Notwithstanding the foregoing, and without limiting the rights and remedies of the Lenders under Article XI, in the event that any Event of Default shall have occurred and be continuing, Administrative Agent may (and, at the request of the Required Lenders, shall), upon written notice to Borrower, have the right to suspend the right of Borrower to convert any Loan into a LIBOR Loan, or to continue any Loan as a LIBOR Loan, in which event all Loans shall be converted (on the last day(s) of the respective Interest Periods therefor) or continued, as the case may be, as ABR Loans.

Optional Prepayments and Conversions or Continuations of Loans. (a) Subject to Section 4.04Sections 4.04 and 5.05 hereof, Borrower the Company shall have the right to prepay Loans (without premium or penalty)Loans, or to convert Convert Loans of one Type into Loans of another Type or to continue Continue Loans of one Type as Loans of the same Type, at any time or from time to time. Borrower , PROVIDED that the Company shall give the Administrative Agent notice of each such prepayment, conversion Conversion or continuation Continuation as provided in Section 4.05 hereof (and, upon the date specified in any such notice of prepayment, the amount to be prepaid shall become due and payable hereunder; provided ) and PROVIDED further that Borrower may make any such notice conditional upon prepayment of the occurrence principal of a Person’s acquisition or sale or any incurrence of indebtedness or issuance of Equity Interests). Each Notice of Continuation/Conversion the Series B Loans shall be substantially in applied to reduce the form of Exhibit C. If LIBOR Loans are prepaid or converted other than then remaining installments thereof on a pro rata basis (based on the last day then remaining principal amount of an Interest Period therefor, Borrower shall at each such time pay all expenses and costs required by Section 5.05installment). Notwithstanding the foregoing, and without limiting the rights and remedies of the Lenders under Article XISection 9 hereof, in the event that any Event of Default shall have occurred and be continuing, the Administrative Agent may (and, and at the request of the Required Lenders, Majority Lenders shall), upon written notice to Borrower, have the right to ) suspend the right of Borrower the Company to convert Convert any Loan into a LIBOR Eurodollar Loan, or to continue Continue any Loan as a LIBOR Eurodollar Loan, in which event all Loans shall be converted Converted (on the last day(s) of the respective Interest Periods therefor) or continuedContinued, as the case may be, as ABR Base Rate Loans.

Optional Prepayments and Conversions or Continuations of Loans. (a) Subject to Section 4.044.04 and the last sentence of this Section 4.09, Borrower shall have the right to prepay Loans (without premium or penalty)Loans, or to convert Convert Loans of one Type into Loans of another Type or to continue Continue Loans of one Type as Loans of the same Type, at any time or from time to time. Borrower shall give Administrative Agent notice of each such prepayment, conversion Conversion or continuation Continuation as provided in Section 4.05 (and, upon the date specified in any such notice of prepayment, the amount to be prepaid shall become due and payable hereunder; provided that Borrower may make any such notice conditional upon the occurrence of a Person’s acquisition or sale or any incurrence of indebtedness or issuance of Equity Interests). Each Notice notice of Continuation/Conversion or Continuation shall be substantially in the form of Exhibit C. G. If LIBOR Loans are prepaid or converted Converted other than on the last day of an Interest Period therefor, Borrower shall at such time pay all expenses and costs required by Section 5.05. Notwithstanding the foregoing, and without limiting the rights and remedies of the Lenders under Article XISection 10, in the event that any Event of Default shall have occurred and be continuing, Administrative Agent may (and, and at the request of the Required Lenders, Majority Lenders shall), upon written notice to Borrower, have the right to ) suspend the right of Borrower to convert Convert any Loan into a LIBOR Loan, or to continue Continue any Loan as a LIBOR Loan, in which event all Loans shall be converted Converted (on the last day(s) of the respective Interest Periods therefor) or continuedContinued, as the case may be, as ABR Loans. Prepayments of the Term B Facility Loans pursuant to this Section 2.09 shall be applied pro rata to the remaining scheduled amortization payments in respect thereof. After giving effect to any prepayment of the Term B Facility Loans pursuant to this Section 2.09, Borrower shall thereupon have the ability to borrow not less than $30,000,000 in the form of a Revolving Loan pursuant to this Agreement.

Optional Prepayments and Conversions or Continuations of Loans. (a) Subject to Section 4.04, Borrower shall have the right to prepay Loans (without premium or penalty), or to convert Loans of one Type into Loans of another Type or to continue Loans of one Type as Loans of the same Type, at any time or from time to time. Borrower shall give Administrative Agent notice of each such prepayment, conversion or continuation as provided in Section 4.05 (and, upon the date specified in any such notice of prepayment, the amount to be prepaid shall become due and payable hereunder; provided that Borrower may make any such notice conditional upon the occurrence of a Person’s acquisition or sale or any incurrence of indebtedness or issuance of Equity Interests). Each Notice of Continuation/Conversion shall be substantially in the form of Exhibit C. If LIBOR SOFR Loans are prepaid or converted other than on the last day of an Interest Period therefor, Borrower shall at such time pay all expenses and costs required by Section 5.05. Notwithstanding the foregoing, and without limiting the rights and remedies of the Lenders under Article XI, in the event that any Event of Default shall have occurred and be continuing, Administrative Agent may (and, at the request of the Required Lenders, shall), upon written notice to Borrower, have the right to suspend the right of Borrower to convert any Loan into a LIBOR SOFR Loan, or to continue any Loan as a LIBOR SOFR Loan, in which event all Loans shall be converted (on the last day(s) of the respective Interest Periods therefor) or continued, as the case may be, as ABR Loans.

Optional Prepayments and Conversions or Continuations of Loans. (a) Subject to Section 2.09(b) and 4.04, Borrower shall have the right to prepay Loans (without premium or penalty)Loans, or to convert Convert Loans of one Type into Loans of another Type or to continue Continue Loans of one Type as Loans of the same Type, at any time or from time to time. Borrower shall give Administrative Collateral Agent notice of each such prepayment, conversion Conversion or continuation Continuation as provided in Section 4.05 (and, upon the date specified in any such notice of prepayment, the amount to be prepaid shall become due and payable hereunder; provided that Borrower may make any such notice conditional upon the occurrence of a Person’s acquisition or sale or any incurrence of indebtedness or issuance of Equity Interests). Each Notice notice of Continuation/Conversion or Continuation shall be substantially in the form of Exhibit C. If LIBOR Loans are prepaid or converted Converted other than on the last day of an Interest Period therefor, Borrower shall at such time pay all expenses and costs required by Section 5.05. Notwithstanding the foregoing, and without limiting the rights and remedies of the Lenders under Article XI, in the event that any Event of Default shall have occurred and be continuing, Administrative Agent the Lead Arranger may (and, and at the request of the Required Lenders, Majority Lenders shall), upon written notice to Borrower, have the right to ) suspend the right of Borrower to convert Convert any Loan into a LIBOR Loan, or to continue Continue any Loan as a LIBOR Loan, in which event all Loans shall be converted Converted (on the last day(s) of the respective Interest Periods therefor) or continuedContinued, as the case may be, as ABR Loans.

Optional Prepayments and Conversions or Continuations of Loans. (a) Subject to Section 4.044.04 hereof, Borrower the Company shall have the right to prepay Loans (without premium or penalty)Loans, or to convert Convert Loans of one Type into Loans of another Type or to continue Continue Eurodollar Loans of from one Type as Loans of the same TypeInterest Period to another Interest Period, at any time or from time to time. Borrower , provided that: (a) the Company shall give the Administrative Agent notice of each such prepayment, conversion Conversion or continuation Continuation as provided in Section 4.05 hereof (and, upon the date specified in any such notice of prepayment, the amount to be prepaid shall become due and payable hereunder); provided that Borrower may make (b) upon any such notice conditional upon the occurrence prepayment or Conversion of a Person’s acquisition or sale or any incurrence of indebtedness or issuance of Equity Interests). Each Notice of Continuation/Conversion shall be substantially in the form of Exhibit C. If LIBOR Eurodollar Loans are prepaid or converted other than on the last day of an Interest Period thereforfor such Loans, Borrower the Company shall at pay any amounts owing under Section 5.05 hereof as a result of such time pay all expenses prepayment or Conversion; and costs required by (c) any Conversion into or Continuation of Eurodollar Loans shall be subject to the provisions of Section 5.052.01(c) hereof. Notwithstanding the foregoing, and without limiting the rights and remedies of the Lenders under Article XISection 10 hereof, in the event that any Event of Default shall have occurred and be continuing, the Administrative Agent may (and, and at the request of the Required Lenders, Majority Lenders shall), upon written notice to Borrower, have the right to ) suspend the right of Borrower the Company to convert Convert any Loan into a LIBOR Eurodollar Loan, or to continue Continue any Loan as a LIBOR Eurodollar Loan, in which event all Loans shall be converted Converted (on the last day(s) of the respective Interest Periods therefor) into, or continuedContinued as, as the case may be, as ABR Base Rate Loans.. Credit Agreement

Optional Prepayments and Conversions or Continuations of Loans. (a) Subject to Section 4.044.04 hereof, the Borrower shall have the right to prepay Loans (without premium or penalty)Loans, or to convert Convert Loans of one Type into Loans of another Type or to continue Continue Eurodollar Loans of from one Type as Loans of the same TypeInterest Period to another Interest Period, at any time or from time to time. , provided that: (a) the Borrower shall give the Administrative Agent notice of each such prepayment, conversion Conversion or continuation Continuation as provided in Section 4.05 hereof (and, upon the date specified in any such notice of prepayment, the amount to be prepaid shall become due and payable hereunder); provided that Borrower may make (b) upon any such notice conditional upon the occurrence prepayment or Conversion of a Person’s acquisition or sale or any incurrence of indebtedness or issuance of Equity Interests). Each Notice of Continuation/Conversion shall be substantially in the form of Exhibit C. If LIBOR Eurodollar Loans are prepaid or converted other than on the last day of an Interest Period thereforfor such Loans, the Borrower shall at pay any amounts owing under Section 5.05 hereof as a result of such time pay all expenses prepayment or Conversion; (c) any Conversion into or Continuation of Eurodollar Loans shall be subject to the provisions of Section 2.01(c) hereof; and costs required by Section 5.05(d) prepayments of the Term Loans shall be applied pro rata to the then remaining principal installments thereof. Notwithstanding the foregoing, and without limiting the rights and remedies of the Lenders under Article XISection 10 hereof, in the event that any Event of Default shall have occurred and be continuing, the Administrative Agent may (and, and at the request of the Required Lenders, Majority Lenders shall), upon written notice to Borrower, have the right to ) suspend the right of the Borrower to convert Convert any Loan into a LIBOR Eurodollar Loan, or to continue Continue any Loan as a LIBOR Eurodollar Loan, in which event all Loans shall be converted Converted (on the last day(s) of the respective Interest Periods therefor) into, or continuedContinued as, as the case may be, as ABR Base Rate Loans.

Optional Prepayments and Conversions or Continuations of Loans. (a) Subject to Section 4.04, Borrower shall have the right to prepay Loans (without premium or penalty), or to convert Loans of one Type into Loans of another Type or to continue Loans of one Type as Loans of the same Type, at any time or from time to time. Borrower shall give Administrative Agent notice of each such prepayment, conversion or continuation as provided in Section 4.05 (and, upon the date specified in any such notice of prepayment, the amount to be prepaid shall become due and payable hereunder; provided that Borrower may make any such notice conditional upon the occurrence of a Person’s acquisition or sale or any incurrence of indebtedness or issuance of Equity Interests). Each Notice of Continuation/Conversion shall be substantially in the form of Exhibit C. If LIBOR Loans are prepaid or converted other than on the last day of an Interest Period therefor, Borrower shall at such time pay all expenses and costs required by Section 5.05. Notwithstanding the foregoing, and without limiting the rights and remedies of the Lenders under Article XI, in the event that any Event of Default shall have occurred and be continuing, Administrative Agent may (and, at the request of the Required Lenders, shall), upon written notice to Borrower, have the right to suspend the right of Borrower to convert any Loan into a LIBOR Loan, or to continue any Loan as a LIBOR Loan, in which event all Loans shall be converted (on the last day(s) of the respective Interest Periods therefor) or continued, as the case may be, as ABR Loans.. (b)