Common use of Rates Applicable After Default Clause in Contracts

Rates Applicable After Default. Notwithstanding anything to the contrary contained in this Agreement, during the continuance of a Default the Required Lenders may, at their option, by notice to the Borrowers (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Advance may be made as, converted into or continued (after the expiration of the then current Interest Period) as a Eurocurrency Advance, provided that, notwithstanding the foregoing, any outstanding Foreign Currency Advance may be continued for an Interest Period not to exceed one month after such notice to the Borrowers by the Required Lenders. Upon and during the continuance of any Default under Section 7.2 with respect to principal, interest or fees, the Required Lenders may, at their option, by notice to the Company (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders as to changes and interest rates) declare that (i) each Eurocurrency Advance shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period plus 2% per annum, and (ii) each Floating Rate Advance and any other amount due under this Agreement shall bear interest at a rate per annum equal to the Floating Rate otherwise applicable to Floating Rate Loans plus 2% per annum, provided that, upon and during the continuance of any acceleration for any reason of any of the Obligations, the interest rate set forth in clauses (i) and (ii) shall be applicable to all Advances without any election or action on the part of the Administrative Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in this Agreement, during the continuance of a Default or Unmatured Default the Required Lenders may, at their option, by notice to the Borrowers Company (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Advance may be made as, converted into or continued (after the expiration of the then current Interest Period) as a Eurocurrency Advance, provided that, notwithstanding the foregoing, any outstanding Foreign Currency Advance may be continued for an Interest Period not to exceed one month after such notice to the Borrowers by the Required Lenders. Upon and during the continuance of any Default under Section 7.2 with respect to principal, interest or feesDefault, the Required Lenders may, at their option, by notice to the Company (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders as to changes and interest rates) declare that (i) each Eurocurrency Advance shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period (with the Applicable Margin automatically adjusted to the highest amount possible, notwithstanding where the Applicable Margin would otherwise be set) plus 2% per annum, and (ii) each Floating Rate Advance and any other amount due under this Agreement shall bear interest at a rate per annum equal to the Floating Rate otherwise applicable in effect from time to Floating Rate Loans time plus 2% per annum, and (iii) the LC Fee payable with respect to each Facility LC shall be increased by 2% per annum provided that, upon and during the continuance of any acceleration for any reason of any of the Obligations, the interest rate set forth in clauses (i) and (ii) above shall be applicable to all Advances without any election or action on the part of the Administrative Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in this AgreementSection 2.8 or 2.9, during the continuance of a Default or Unmatured Default the Required Lenders may, at their option, by notice to the Borrowers Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Advance may be made as, converted into or continued (after the expiration of the then current Interest Period) as a Eurocurrency Eurodollar Advance, provided that, notwithstanding the foregoing, any outstanding Foreign Currency Advance may be continued for an Interest Period not to exceed one month after such notice to the Borrowers by the Required Lenders. Upon and during During the continuance of any a Default under Section 7.2 with respect to principal, interest or fees, the Required Lenders may, at their option, by notice to the Company Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders as to changes and in interest rates) ), declare that (i) each Eurocurrency Eurodollar Advance shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period plus 2% per annum, and (ii) each Floating Rate Advance and any other amount due under this Agreement shall bear interest at a rate per annum equal to the Floating Rate otherwise applicable in effect from time to Floating Rate Loans time plus 2% per annum and (iii) the Letter of Credit Fee Rate shall be increased by 2% per annum, ; provided that, upon and during the continuance of any acceleration for any reason of any of the Obligationsa Default under Section 7.6 or 7.7, the interest rate rates set forth in clauses (i) and (ii) above and the increase in the Letter of Credit Fee Rate set forth in clause (iii) above shall be applicable to all Advances applicable Credit Extensions without any election or action on the part of the Administrative Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in this AgreementSection 2.2.3 or 2.2.4, during the continuance of a Default or Unmatured Default with respect to any Borrower, the Required Lenders may, at their option, by notice to the Borrowers such Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Ratable Advance to such Borrower may be made as, converted into or continued (after the expiration of the then current Interest Period) as a Eurocurrency Eurodollar Ratable Advance, provided that, notwithstanding the foregoing, any outstanding Foreign Currency Advance may be continued for an Interest Period not to exceed one month after such notice to the Borrowers by the Required Lenders. Upon and during During the continuance of any a Default under Section 7.2 with respect to principal, interest or feessuch Borrower, the Required Lenders may, at their option, by notice to the Company such Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders as to changes and in interest rates) ), declare that (ia) each Eurocurrency Fixed Rate Advance made to such Borrower shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period plus 2% per annum, annum and (iib) each Floating Rate ABR Advance and any other amount due under this Agreement made to such Borrower shall bear interest at a rate per annum equal to the Floating Alternate Base Rate otherwise applicable in effect from time to Floating Rate Loans time plus 2% per annum, provided that, upon and during the continuance of a Default with respect to any acceleration for any reason of any of the ObligationsBorrower under Section 7.6 or 7.7, the interest rate rates set forth in clauses (ia) and (iib) above shall be applicable to all Advances of all Borrowers without any election or action on the part of the Administrative Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in this AgreementSection 2.9, 2.10 or 2.11, during the continuance of a Default or Unmatured Default the Required Lenders may, at their option, by notice to the Borrowers Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Advance may be made as, converted into or continued (after the expiration of the then current Interest Period) as a Eurocurrency Eurodollar Advance, provided that, notwithstanding the foregoing, any outstanding Foreign Currency Advance may be continued for an Interest Period not to exceed one month after such notice to the Borrowers by the Required Lenders. Upon and during During the continuance of any a Default under Section 7.2 with respect to principal, interest or fees, the Required Lenders may, at their option, by notice to the Company Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders as to changes and in interest rates) ), declare that (i) each Eurocurrency Eurodollar Advance shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period plus 2% per annum, and (ii) each Floating Rate Advance and any other amount due under this Agreement shall bear interest at a rate per annum equal to the Floating Rate otherwise applicable in effect from time to Floating Rate Loans time plus 2% per annum and (iii) the LC Fee shall be increased by 2% per annum, provided that, upon and during the continuance of any acceleration for any reason of any of the Obligationsa Default under Section 7.6 or 7.7, the interest rate rates set forth in clauses (i) and (ii) above and the increase in the LC Fee set forth in clause (iii) above shall be applicable to all Advances Credit Extensions without any election or action on the part of the Administrative Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in this AgreementSection 2.10, 2.11 or 2.12, during the continuance of a Default or Unmatured Default the Required Lenders may, at their option, by notice to the Borrowers Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 9.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Advance may be made as, converted into or continued (after the expiration of the then beyond its current Interest Period) term as a Eurocurrency LIBOR Advance, provided that, notwithstanding the foregoing, any outstanding Foreign Currency Advance may be continued for an Interest Period not to exceed one month after such notice to the Borrowers by the Required Lenders. Upon and during During the continuance of any a Default under Section 7.2 with respect to principal, interest or fees, the Required Lenders may, at their option, by notice to the Company Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 9.2 requiring unanimous consent of the Lenders as to changes and in interest rates) ), declare that (i) each Eurocurrency LIBOR Advance shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period plus 2% per annum, annum and (ii) each Floating Rate ABR Advance and any other amount due under this Agreement shall bear interest at a rate per annum equal to the Floating ABR Rate otherwise applicable to Floating Rate Loans the ABR Advance plus 2% per annum and the Facility Letter of Credit Fee shall increase by 2% per annum, ; provided that, upon that such rates and during increase in the continuance Facility Letter of any acceleration for any reason of any of Credit Fee shall become applicable automatically without notice to the Obligations, the interest rate set forth in clauses (i) and (ii) shall be applicable to all Advances without any Borrower or an election or action on the part of by the Administrative Agent or any LenderLender if a Default occurs under Section 8.7 or Section 8.8, or a Default occurs relating to the payment of principal or interest, unless waived by the Required Lenders.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in this AgreementSection 2.2(c) or Section 2.2(d), during the continuance of a Default or Unmatured Default the Required Lenders may, at their option, by notice to the Borrowers Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Advance may be made as, converted into or continued (after the expiration of the then current Interest Period) as a Eurocurrency Eurodollar Advance, provided that, notwithstanding the foregoing, any outstanding Foreign Currency Advance may be continued for an Interest Period not to exceed one month after such notice to the Borrowers by the Required Lenders. Upon and during During the continuance of any Default under Section 7.2 with respect to principal, interest or feessuch Default, the Required Lenders may, at their option, by notice to the Company Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders as to changes and in interest rates) ), declare that (i) each Eurocurrency Eurodollar Advance shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period plus 2% per annum, and (ii) each Floating Rate Advance (and any other amount due under this Agreement Eurodollar Advance which is not paid at the end of the applicable Interest Period) shall bear interest at a rate per annum equal to the Floating Rate otherwise applicable plus 2% per annum, (iii) each Swing Line Loan shall bear interest a rate per annum equal to Floating the Swing Line Rate Loans plus 2% per annum and (iv) Letter of Credit Fees shall be equal to the Applicable Margin for Letter of Credit Fees plus 2% per annum, provided that, upon and during the continuance of any acceleration for any reason of any of the Obligationsa Default under Section 7.6 or 7.7, the interest rate rates set forth in clauses (i) and (ii) above and the increase in Letter of Credit Fees set forth in clause (iii) above shall be applicable to all Advances applicable Credit Extensions without any election or action on the part of the Administrative Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in this AgreementArticle II, during the continuance of a Default the Required Lenders may, at their option, by notice to the Borrowers Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Advance may be made as, converted into or continued (after the expiration of the then current Interest Period) as a Eurocurrency Eurodollar Advance, provided that, notwithstanding . If the foregoing, any outstanding Foreign Currency Advance may be continued for an Interest Period not to exceed one month after such notice to the Borrowers by the Required Lenders. Upon and during the continuance principal portion of any Default under Section 7.2 with respect to principalAdvance is not paid at maturity, interest whether by acceleration or feesotherwise, the Required Lenders may, at their option, by notice to the Company Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders as to changes and interest rates) declare that (i) each Eurocurrency Eurodollar Advance shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period plus 2% per annum, annum and (ii) each Floating Rate Advance and any other amount due under this Agreement shall bear interest at a rate per annum equal to the Floating Rate otherwise applicable to the Floating Rate Loans Advance plus 2% per annum. If any payment of interest, provided thatfees or other amounts is not paid when due hereunder, upon and during whether by acceleration or otherwise, the continuance of any acceleration for any reason of any Required Lenders may, at their option, by notice to the Borrower (which notice may be revoked at the option of the Obligations, Required Lenders notwithstanding Section 8.2) declare that such amounts shall bear interest at the interest rate set forth in clauses (i) and (ii) shall be applicable to all Advances without any election or action on the part of the Administrative Agent or any LenderFloating Rate plus 2% per annum.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in this AgreementSection 2.8, 2.9 or 2.10, during the continuance of a Default the Required Lenders may, at their option, by notice to the Borrowers (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Advance may be made as, converted into or continued (after the expiration of the then current Interest Period) as a Eurocurrency Advance, provided that, notwithstanding the foregoing, any outstanding Foreign Currency Advance may be continued for an Interest Period not to exceed one month after such notice to the Borrowers by the Required Lenders. Upon and during the continuance of any Default under Section 7.2 with respect to principal, interest or fees, the Required Lenders may, at their option, by notice to the Company (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders as to changes and in interest rates), declare that no Advance denominated in Dollars may be made as, converted into or continued as a Eurocurrency Advance and no Advance denominated in an Agreed Currency other than Dollars may have an Interest Period longer than one (1) month. During the continuance of a Default the Required Lenders may, at their option, by notice to the Company (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that (i) each Eurocurrency Advance shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period plus 2% per annum, and (ii) each Floating Rate Advance and any other amount due under this Agreement shall bear interest at a rate per annum equal to the Floating Rate otherwise applicable in effect from time to time plus 2% per annum, (iii) the LC Fee shall be increased by 2% per annum and (iv) any other amount due and payable hereunder (including interest and fees) shall bear interest at a rate per annum equal to the Floating Rate Loans in effect from time to time plus 2% per annum, provided that, upon and during the continuance of any acceleration for any reason of any of the Obligationsa Default under Section 7.6 or 7.7, the interest rate rates set forth in clauses (i) and (ii) above and the increase in the LC Fee and other amounts set forth in clause (iii) and (iv) above shall be applicable to all Advances Credit Extensions without any election or action on the part of the Administrative Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in this AgreementSection 2.2, during the continuance of a Default or Unmatured Default (except for (a) Unmatured Defaults that will be cured, and that the Borrower certifies will be cured, by the use of the proceeds of Revolving Credit Loans that the Borrower has requested hereunder or by the issuance, amendment or extension of a Letter of Credit that the Borrower has requested hereunder or (b) Unmatured Defaults (other than the failure to pay any Obligation hereunder) that are not reasonably likely to have a Material Adverse Effect and that the Borrower certifies that it reasonably expects to cure before the date on which the same becomes a Default) the Required Lenders may, at their option, by notice to the Borrowers Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 9.2 requiring unanimous consent of the Lenders adversely affected thereby to changes a reduction in an interest ratesrate under a Revolving Credit Facility), declare that no Advance Loan may be made as, converted into or continued (after the expiration of the then current applicable Interest PeriodPeriod therefor) as a Eurocurrency Advance, provided that, notwithstanding the foregoing, any outstanding Foreign Currency Advance may be continued for an Interest Period not to exceed one month after such notice to the Borrowers by the Required LendersFixed Rate Loan. Upon and during During the continuance of any a Default under Section 7.2 with respect to principal, interest or fees, the Required Lenders may, at their option, by notice to the Company (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders as to changes and interest rates) declare that (i) each Eurocurrency Advance Fixed Rate Loan shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period Fixed Rate Loan plus 2% per annum, annum and (ii) each Floating Rate Advance and any other amount due under this Agreement ABR Loan shall bear interest at a the rate per annum equal to the Floating Rate otherwise applicable to Floating Rate Loans such ABR Loan plus 2% per annum, provided that, upon and during the continuance of any acceleration for any reason of any of the Obligationsa Default under Section 8.5 or 8.6, the interest rate rates set forth in clauses (i) and (ii) above shall be applicable to all Advances applicable Revolving Credit Loans without any election or action on the part of the Administrative Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in this Agreement, during the continuance of a Default the Required Lenders may, at their option, by notice to the Borrowers (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Advance may be made as, converted into or continued (after the expiration of the then current Interest Period) as a Eurocurrency Advance, provided that, notwithstanding the foregoing, any outstanding Foreign Currency Advance may be continued for an Interest Period not to exceed one month after such notice to the Borrowers by the Required Lenders. Upon and during the continuance of any Default under Section 7.2 with respect to principal, interest or fees7.2, the Required Lenders may, at their option, by notice to the Company (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders as to changes and interest rates) declare that (i) each Eurocurrency Advance shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period plus 2% per annum, and (ii) each Floating Rate Advance and any other amount due under this Agreement shall bear interest at a rate per annum equal to the Floating Rate otherwise applicable to Floating Rate Loans plus 2% per annum, provided that, upon and during the continuance of any acceleration for any reason of any of the Obligations, the interest rate set forth in clauses (i) and (ii) shall be applicable to all Advances without any election or action on the part of the Administrative Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to (a) If all or a portion of the contrary contained in this Agreementprincipal amount of any Loan or Reimbursement Obligation shall not be paid when due (whether at stated maturity, during by acceleration or otherwise), the continuance of a Default Agent or the Required Lenders may, at their option, by notice to the Borrowers Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Advance may be made as, converted into or continued (after the expiration of the then current Interest Period) as such overdue amount shall bear interest at a Eurocurrency Advance, provided that, notwithstanding the foregoing, any outstanding Foreign Currency Advance may be continued for an Interest Period not rate per annum equal to exceed one month after such notice to the Borrowers by the Required Lenders. Upon and during the continuance of any Default under Section 7.2 with respect to principal, interest or fees, the Required Lenders may, at their option, by notice to the Company (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders as to changes and interest rates) declare that (i) each Eurocurrency Advance shall bear interest for in the remainder case of the applicable Interest Period at Loans, the rate that would otherwise be applicable to such Interest Period thereto plus 2% per annum, and annum or (ii) each in the case of Reimbursement Obligations, the Floating Rate Advance in effect from time to time plus 2% per annum and (b) if all or a portion of any interest payable on any Loan or Reimbursement Obligation or any commitment fee or other amount payable hereunder shall not be paid when due under this Agreement (whether at the stated maturity, by acceleration or otherwise), (i) such overdue amount shall bear interest at a rate per annum equal to the Floating Rate otherwise applicable to Floating Rate Loans plus 2% per annum and (ii) the LC Fee shall be increased by 2% per annum, provided thatin each case, upon and during the continuance of any acceleration for any reason of any of the Obligations, the interest rate set forth in with respect to clauses (ia) and (iib) shall be applicable to all Advances without any election or action on above, from the part date of the Administrative Agent or any Lendersuch non-payment until such amount is paid in full (as well after as before judgment).

Rates Applicable After Default. Notwithstanding anything to the contrary contained in this Agreement, during the continuance of a Default the Required Lenders may, at their option, by notice to the Borrowers (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Advance may be made as, converted into or continued (after the expiration of the then current Interest Period) as a Eurocurrency Fixed Rate Advance, provided that, notwithstanding the foregoing, any outstanding Foreign Currency Eurocurrency Advance may be continued for an Interest Period not to exceed one month after such notice to the Borrowers by the Required Lenders. Upon and during the continuance of any Default under Section 7.2 with respect to principal, interest or fees7.2, the Required Lenders may, at their option, by notice to the Company (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders as to changes and interest rates) declare that (i) each Eurocurrency Fixed Rate Advance shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period plus 2% per annum, and (ii) each Floating Rate Advance and any other amount due under this Agreement shall bear interest at a rate per annum equal to the Floating Rate otherwise applicable to Floating Rate Loans plus 2% per annum, provided that, upon and during the continuance of any acceleration for any reason of any of the Obligations, the interest rate set forth in clauses (i) and (ii) shall be applicable to all Advances without any election or action on the part of the Administrative Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in this AgreementSection 2.8 or 2.9, during the continuance of a Default or Unmatured Default the Required Lenders may, at their option, by notice to the Borrowers Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Advance may be made as, converted into or continued (after the expiration of the then current Interest Period) as a Eurocurrency Eurodollar Advance, provided that, notwithstanding the foregoing, any outstanding Foreign Currency Advance may be continued for an Interest Period not to exceed one month after such notice to the Borrowers by the Required Lenders. Upon and during During the continuance of any a Default under Section 7.2 with respect to principal, interest or fees, the Required Lenders may, at their option, by notice to the Company Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders as to changes and in interest rates) ), declare that (i) each Eurocurrency Eurodollar Advance shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period lesser of (x) the Eurodollar Rate calculated by adding the Applicable Margin for Level VI (as set forth on the Pricing Schedule) plus 2% per annumannum and (y) the Highest Lawful Rate, and (ii) each Floating Rate Advance and any other amount due under this Agreement shall bear interest at a rate per annum equal to the lesser of (x) the Floating Rate otherwise applicable to Floating calculated by adding the Applicable Margin for Level VI plus 2% per annum and (y) the Highest Lawful Rate Loans plus and (iii) the LC Fee shall be calculated by using the Applicable Margin for Level VI increased by 2% per annum, provided that, upon and during the continuance of any acceleration for any reason of any of the Obligationsa Default under Section 7.6 or 7.7, the interest rate rates set forth in clauses (i) and (ii) above and the increase in the LC Fee set forth in clause (iii) above shall be applicable to all Advances Credit Extensions without any election or action on the part of the Administrative Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in this AgreementArticle II, during the continuance of a Default the Required Lenders may, at their option, by notice to the Borrowers (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Advance may be made as, converted into or continued (after the expiration of the then current Interest Period) as a Eurocurrency Fixed Rate Advance, provided that, notwithstanding . If the foregoing, any outstanding Foreign Currency Advance may be continued for an Interest Period not to exceed one month after such notice to the Borrowers by the Required Lenders. Upon and during the continuance principal portion of any Default under Section 7.2 with respect to principalAdvance is not paid at maturity, interest whether by acceleration or feesotherwise, the Required Lenders may, at their option, by notice to the Company (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders as to changes and interest rates) declare that (i) each Eurocurrency Fixed Rate Advance shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period plus 2% per annum, annum and (ii) each Floating Rate Advance and any other amount due under this Agreement shall bear interest at a rate per annum equal to the Floating Rate otherwise applicable to the Floating Rate Loans Advance plus 2% per annum. If any payment of interest, provided thatfees or other amounts is not paid when due hereunder, upon and during whether by acceleration or otherwise, the continuance of any acceleration for any reason of any Required Lenders may, at their option, by notice to the Company (which notice may be revoked at the option of the Obligations, Required Lenders notwithstanding Section 8.2) declare that such amounts shall bear interest at the interest rate set forth in clauses (i) and (ii) shall be applicable to all Advances without any election or action on the part of the Administrative Agent or any LenderFloating Rate plus 2% per annum.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in this Agreement, during the continuance of a Default the Required Lenders may, at their option, by notice to the Borrowers Company (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Advance may be made as, converted into or continued (after the expiration of the then current Interest Period) as a Eurocurrency Advance, provided that, notwithstanding the foregoing, any outstanding Foreign Currency Advance may be continued for an Interest Period not to exceed one month after such notice to the Borrowers by the Required Lenders. Upon and during the continuance of any Default under Section 7.2 with respect to principal, interest or fees, the Required Lenders may, at their option, by notice to the Company (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders as to changes and interest rates) declare that (i) each Eurocurrency Advance shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period plus 2% per annum, annum and (ii) each Floating Rate Advance and any other amount due under this Agreement shall bear interest at a rate per annum equal to the Floating Rate otherwise applicable to Floating Rate Loans plus 2% per annum, ; provided that, upon and during the continuance of any acceleration for any reason of any of the Obligations, the interest rate set forth in clauses (i) and (ii) shall be applicable to all Advances without any election or action on the part of the Administrative Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to ------------------------------ the contrary contained in this AgreementSection 2.3 or 2.5, during the continuance of a Default or Event of Default the Required Lenders may, at their option, by notice to the Borrowers Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 9.6(a) requiring unanimous consent of the Lenders to changes in interest rates), declare that no Syndicated Advance may be made as, converted into or continued (after the expiration of the then current Interest Period) as a Eurocurrency Eurodollar Advance, provided that, notwithstanding the foregoing, any outstanding Foreign Currency Advance may be continued for an Interest Period not to exceed one month after such notice to the Borrowers by the Required Lenders. Upon and during During the continuance of any Default under Section 7.2 with respect to principal, interest or feesan Event of Default, the Required Lenders may, at their option, by notice to the Company Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 9.6(a) requiring unanimous consent of the Lenders as to changes and in interest rates) ), declare that (ix) each Eurocurrency Fixed Rate Advance shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period plus 2% per annum, and (iiy) each Floating Rate Advance and any other amount due under this Agreement shall bear interest at a rate per annum equal to the Floating Rate otherwise applicable to Floating Rate Loans plus 2% per annum, and (z) the LC Fee shall be increased by 2% per annum, provided that, upon and that during the continuance of any acceleration for any reason an Event of any of the ObligationsDefault under Section 7.1(h) or (i), the interest rate rates and fees set forth in the preceding clauses (ix), (y) and (iiz) shall be applicable to all Advances Credit Extensions without any election or action on the part of the Administrative Agent or any Lenderthe Lenders.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in this AgreementSection 2.2.3 or Section 2.2.4, during the continuance of a Default or Unmatured Default, the Required Lenders may, at their option, by notice to the Borrowers Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Advance may be made as, converted into or continued (after the expiration of the then current Interest Period) as a Eurocurrency Term Benchmark Advance, provided that, notwithstanding the foregoing, any outstanding Foreign Currency Advance may be continued for an Interest Period not to exceed one month after such notice to the Borrowers by the Required Lenders. Upon and during During the continuance of any Default under Section 7.2 with respect to principal, interest or feesa Default, the Required Lenders may, at their option, by notice to the Company Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders as to changes and in interest rates) ), declare that (i) each Eurocurrency Term Benchmark Advance shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period plus 21.5% per annum, and (ii) each Floating Rate Advance and any other amount due under this Agreement shall bear interest at a rate per annum equal to the Floating Rate otherwise applicable in effect from time to Floating time, plus the Base Rate Loans Margin, plus 21.5% per annum and/or (iii) the Letter of Credit Fee Rate shall be increased by 1.5% per annum, provided that, upon and during the continuance of any acceleration for any reason of any of the Obligationsa Default under Section 7.7 or 7.8, the interest rate rates set forth in clauses (i) and (ii) above and the increase in the Letter of Credit Fee Rate set forth in clause (iii) above shall be applicable to all Advances applicable Credit Extensions without any election or action on the part of the Administrative Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in this AgreementSECTION 2.2.3 or 2.2.4, during the continuance of a Default or Unmatured Default with respect to any Borrower, the Required Lenders may, at their option, by notice to the Borrowers such Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section SECTION 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Ratable Advance to such Borrower may be made as, converted into or continued (after the expiration of the then current Interest Period) as a Eurocurrency Eurodollar Ratable Advance, provided that, notwithstanding the foregoing, any outstanding Foreign Currency Advance may be continued for an Interest Period not to exceed one month after such notice to the Borrowers by the Required Lenders. Upon and during During the continuance of any a Default under Section 7.2 with respect to principal, interest or feessuch Borrower, the Required Lenders may, at their option, by notice to the Company such Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section SECTION 8.2 requiring unanimous consent of the Lenders as to changes and in interest rates) ), declare that (ia) each Eurocurrency Fixed Rate Advance made to such Borrower shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period plus 2% per annum, annum and (iib) each Floating Rate ABR Advance and any other amount due under this Agreement made to such Borrower shall bear interest at a rate per annum equal to the Floating Alternate Base Rate otherwise applicable in effect from time to Floating Rate Loans time plus 2% per annum, provided PROVIDED that, upon and during the continuance of a Default with respect to any acceleration for any reason of any of the ObligationsBorrower under SECTION 7.6 or 7.7, the interest rate rates set forth in clauses (ia) and (iib) above shall be applicable to all Advances of all Borrowers without any election or action on the part of the Administrative Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in this Agreement, during the continuance of a Default the Required Lenders may, at their option, by notice to the Borrowers Company (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Advance may be made as, converted into or continued (after the expiration of the then current Interest Period) as a Eurocurrency Term Benchmark Advance, provided that, notwithstanding the foregoing, any outstanding Foreign Currency Advance may be continued for an Interest Period not to exceed one month after such notice to the Borrowers by the Required Lenders. Upon and during the continuance of any Default under Section 7.2 with respect to principal, interest or fees, the Required Lenders may, at their option, by notice to the Company (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders as to changes and interest rates) declare that (i) each Eurocurrency Term Benchmark Advance shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period plus 2% per annum, and (ii) each Floating Rate Advance and any other amount due under this Agreement shall bear interest at a rate per annum equal to the Floating Rate otherwise applicable to Floating Rate Loans plus 2% per annum, provided that, upon and during the continuance of any acceleration for any reason of any of the Obligations, the interest rate set forth in clauses (i) and (ii) shall be applicable to all Advances without any election or action on the part of the Administrative Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in this AgreementSection 2.9 or 2.10, during the continuance of a Default the Required Lenders may, at their option, by notice to the Borrowers Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that (i) no Advance Borrowing denominated in Dollars may be made as, converted into or continued as a Fixed Rate Borrowing, (after ii) unless repaid, each Eurocurrency Borrowing denominated in Dollars shall be converted to a Floating Rate Borrowing at the expiration end of the then current Interest PeriodPeriod applicable thereto and (iii) as no Borrowing denominated in a Eurocurrency Advance, provided that, notwithstanding the foregoing, any outstanding Qualified Foreign Global Currency Advance may be continued for having an Interest Period not to exceed in excess of one month after such notice to the Borrowers by the Required Lendersmay be made or continued. Upon and during During the continuance of any a Default under Section 7.2 with respect to principal, interest or fees, the Required Lenders may, at their option, by notice to the Company Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders as to changes and in interest rates) ), declare that (i) each Eurocurrency Advance Fixed Rate Borrowing shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period plus 2% per annum, annum and (ii) each Floating Rate Advance and any other amount due under this Agreement Borrowing shall bear interest at a rate per annum equal to the Floating Rate otherwise applicable to the Floating Rate Loans Borrowing plus 2% per annum, provided that, upon and during the continuance of any acceleration for any reason of any of the Obligations, the interest rate set forth in clauses (i) and (ii) shall be applicable to all Advances without any election or action on the part of the Administrative Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in this AgreementSection 2.10 or 2.11, during the continuance of a Default or Unmatured Default with respect to a Borrower, (a) the Required Lenders may, at their option, by notice to the Borrowers such Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Advance to such Borrower may be made as, converted into or continued (after the expiration of the then current Interest Period) as a Eurocurrency AdvanceEurodollar Advance and (b) the Swingline Lender may, provided thatat its option, notwithstanding the foregoing, any outstanding Foreign Currency Advance may declare that no Swingline Loans shall be continued for an Interest Period not made to exceed one month after such notice to the Borrowers by the Required LendersBorrower. Upon and during During the continuance of any a Default under Section 7.2 with respect to principal, interest or feesa Borrower, the Required Lenders may, at their option, by notice to the Company such Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders as to changes and in interest rates) ), declare that (i) each Eurocurrency Eurodollar Advance to such Borrower shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period plus 2% per annum, and (ii) each Floating Rate Advance and any other amount due under this Agreement each Swingline Loan to such Borrower shall bear interest at a rate per annum equal to the Floating Alternate Base Rate otherwise applicable in effect from time to Floating time plus 2% per annum and (iii) the LC Fee Rate Loans plus payable by such Borrower shall be increased by 2% per annum, provided that, upon and that during the continuance of a Default under Section 7.6 or 7.7 with respect to any acceleration for any reason of any of the ObligationsBorrower, the interest rate rates set forth in clauses (i) and (ii) shall be applicable to all Advances without any election or action on the part of the Administrative Agent or any Lender.and

Rates Applicable After Default. Notwithstanding anything to the ------------------------------ contrary contained in this AgreementSection 2.2.3 or Section 2.2.4, during the continuance of a Default or Unmatured Default the Required Lenders may, at their option, by notice to the Borrowers Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Ratable Advance may be made as, converted into or continued (after the expiration of the then current Interest Period) as a Eurocurrency Eurodollar Ratable Advance, provided that, notwithstanding the foregoing, any outstanding Foreign Currency Advance may be continued for an Interest Period not to exceed one month after such notice to the Borrowers by the Required Lenders. Upon and during During the continuance of any a Default under Section 7.2 with respect to principal, interest or fees, the Required Lenders may, at their option, by notice to the Company Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders as to changes and in interest rates) ), declare that (i) each Eurocurrency Fixed Rate Advance shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable Alternate Base Rate in effect from time to such Interest Period time plus 2% per annum, annum and (ii) each Floating Rate Advance and any other amount due under this Agreement shall bear interest at a rate per annum equal to the Floating Alternate Base Rate otherwise applicable in effect from time to Floating Rate Loans time plus 2% per annum and (iii) the LC Fee shall be increased by 2% per annum, provided that, upon and during the continuance of any acceleration for any reason of any of the Obligationsa Default under Section 7.6 or 7.7, the interest rate rates set forth in clauses (i) and (ii) above and the increase in the LC Fee set forth in clause (iii) above shall be applicable to all Advances Credit Extensions without any election or action on the part of the Administrative Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the ------------------------------ contrary contained in this AgreementSection 2.9 or 2.10, during the continuance of a Default ----------- ---- or Unmatured Default the Required Lenders may, at their option, by notice to the Borrowers Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 9.2 requiring unanimous consent of the ----------- Lenders to changes in interest rates), declare that no Advance may be made as, converted into or continued (after the expiration of the then beyond its current Interest Period) term as a Eurocurrency LIBOR Advance, provided that, notwithstanding the foregoing, any outstanding Foreign Currency Advance may be continued for an Interest Period not to exceed one month after such notice to the Borrowers by the Required Lenders. Upon and during During the continuance of any a Default under Section 7.2 with respect to principal, interest or fees, the Required Lenders may, at their option, by notice to the Company Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 9.2 requiring ----------- unanimous consent of the Lenders as to changes and in interest rates) ), declare that (i) each Eurocurrency LIBOR Advance shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period plus 2% per annum, annum and (ii) each Floating Rate ABR Advance and any other amount due under this Agreement shall bear interest at a rate per annum equal to the Floating Adjusted ABR Rate otherwise applicable to Floating Rate Loans the ABR Advance plus 2% per annum, annum (each such rate being a "Default Rate"); provided that, upon and during that such rates ------------ shall become applicable automatically without notice to the continuance of any acceleration for any reason of any of Borrower if a Default occurs under Section 8.7 or Section 8.8 with respect to the Obligations, the interest rate set forth in clauses (i) and (ii) shall be applicable to all Advances without any election Borrower or action on the part of the Administrative Agent or any Lender----------- ----------- a Guarantor.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in this AgreementSection 2.7 or 2.8, during the continuance of a Default or Unmatured Default the Required Lenders may, at their option, by notice to the Borrowers Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 9.1 requiring unanimous consent of the Lenders to changes reductions in interest rates), declare that no Advance may be made as, converted into or continued (after the expiration of the then current Interest Period) as a Eurocurrency Fixed Rate Advance, provided that, notwithstanding the foregoing, any outstanding Foreign Currency Advance may be continued for an Interest Period not to exceed one month after such notice to the Borrowers by the Required Lenders. Upon and during the continuance of If any Default occurs under Section 7.2 with respect to principal7.6 or 7.7 or if any Advance is not paid at maturity, interest whether by acceleration or feesotherwise, the Required Lenders may, at their option, by notice to the Company (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders as to changes and interest rates) declare that (i) each Eurocurrency Eurodollar Advance shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period plus 2% per annum, annum and (ii) each Floating Rate Advance and any (other amount due than those under this Agreement clause (i) above) shall bear interest at a rate per annum equal to the Floating Alternate Base Rate otherwise applicable to Floating Rate Loans plus 2% per annum, provided that, upon and during . During the continuance of any acceleration for any reason of any other Default the Required Lenders may, at their option, by notice to the Borrower (which notice may be revoked at the option of the ObligationsRequired Lenders notwithstanding any provision of Section 9.1 requiring unanimous consent of the Lenders to reductions in interest rates), the interest rate set forth in clauses declare that (i) each Eurodollar Advance shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period plus 2% per annum and (ii) each Advance (other than those under clause (i) above) shall be applicable bear interest at a rate per annum equal to all Advances without any election or action on the part of the Administrative Agent or any LenderAlternate Base Rate plus 2% per annum.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in this AgreementSection 2.3.5 or 2.3.6, during the continuance of a Default or Unmatured Default the Required Lenders may, at their option, by notice to the Borrowers Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Committed Advance may be made as, converted into or continued (after the expiration of the then current Interest Period) as a Eurocurrency Eurodollar Committed Advance, provided that, notwithstanding the foregoing, any outstanding Foreign Currency Advance may be continued for an Interest Period not to exceed one month after such notice to the Borrowers by the Required Lenders. Upon and during During the continuance of any a Default under Section 7.2 with respect to principal, interest or fees, Unmatured Default the Required Lenders may, at their option, by notice to the Company Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders as to changes and in interest rates) ), declare that (i) each Eurocurrency Fixed Rate Advance shall bear interest for the remainder of the applicable Interest Period at the sum of the rate otherwise applicable to such Fixed Rate Advance during such Interest Period plus 2% per annum, annum and (ii) each Floating Rate Advance and any other amount due under this Agreement shall bear interest at a rate per annum equal to the sum of the Floating Rate otherwise applicable in effect from time to Floating Rate Loans time plus 2% per annum, provided that, upon and during the continuance of any acceleration for any reason of any of the Obligationsa Default under Section 7.6 or 7.7, the interest rate rates set forth in clauses (i) and (ii) above shall be applicable to all Advances without any election or action on the part of the Administrative Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in this AgreementSection 2.6 or 2.7, during the continuance of a Default or Unmatured Default the Administrative Agent, acting at the direction of the Required Lenders may, at their its option, by notice to all the Borrowers (which notice may be revoked at the option of the Administrative Agent, acting at the direction of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Advance may be made as, converted into or continued (after the expiration of the then current Interest Period) as a Eurocurrency an Advance, provided that, notwithstanding the foregoing, any outstanding Foreign Currency Advance may be continued for an Interest Period not to exceed one month after such notice to the Borrowers by the Required Lenders. Upon and during During the continuance of any a Default under Section 7.2 with respect to principalthe Administrative Agent, interest or fees, acting at the direction of the Required Lenders may, at their option, by notice to all the Company Borrowers (which notice may be revoked at the option of the Administrative Agent, acting at the direction of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders as to changes and in interest rates) ), declare that (i) each Eurocurrency Advance shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period plus 2% per annum, and (ii) each Floating Rate Advance and any other amount due under this Agreement shall bear interest at a rate per annum equal to the Floating Rate otherwise applicable to Floating Rate Loans plus 2% per annum, provided that, upon and during the continuance of any acceleration for any reason of any of the Obligationsa Default under Section 7.6 or 7.7, the interest rate rates set forth in clauses (i) and (ii) above shall be applicable to all Advances without any election or action on the part of the Administrative Agent or any Lender.. In such event, after the conclusion of such Interest Period, interest shall be computed on all Advances under the Euro Facility and the UK Facility on the basis of successive one month Eurocurrency Interest Periods plus the per annum rate of 2.00%. In such event, the outstanding Canada Facility Loans will automatically convert in accordance with the terms of Section 2.7.3 and shall bear interest at the rate otherwise applicable thereto after giving effect to such conversion plus the per annum rate of 2.00%. 2.11

Rates Applicable After Default. Notwithstanding anything to the contrary contained in this Agreement, during the continuance of a Default the Required Lenders may, at their option, by notice to the Borrowers Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Advance may be made as, converted into or continued (after the expiration of the then current Interest Period) as a Eurocurrency Term Benchmark Advance, provided that, notwithstanding the foregoing, any outstanding Foreign Currency Advance may be continued for an Interest Period not to exceed one month after such notice to the Borrowers by the Required Lenders. Upon and during the continuance of any Default under Section 7.2 with respect to principal, interest or fees, the Required Lenders may, at their option, by notice to the Company Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders as to changes and interest rates) declare that (i) each Eurocurrency Term Benchmark Advance shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period plus 2% per annum, and (ii) each Floating Rate Advance and any other amount due under this Agreement shall bear interest at a rate per annum equal to the Floating Rate otherwise applicable to Floating Rate Loans plus 2% per annum, provided that, upon and during the continuance of any acceleration for any reason of any of the Obligations, the interest rate set forth in clauses (i) and (ii) shall be applicable to all Advances without any election or action on the part of the Administrative Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in this Agreement, during the continuance of a Default the Required Lenders may, at their option, by notice to the Borrowers (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Advance may be made as, converted into or continued (after the expiration of the then current Interest Period) as a Eurocurrency Advance, provided that, notwithstanding the foregoing, any outstanding Foreign Currency Advance may be continued for an Interest Period not to exceed one month after such notice to the Borrowers by the Required Lenders. Upon and during the continuance of any Default under Section 7.2 with respect to principal, interest or fees, the Required Lenders may, at their option, by notice to the Company (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders as to changes and interest rates) declare that (i) each Eurocurrency Advance shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period plus 2% per annum, and (ii) each Floating Rate Advance and any other amount due under this Agreement shall bear interest at a rate per annum equal to the Floating Rate otherwise applicable to Floating Rate Loans plus 2% per annum, provided that, upon and during the continuance of any acceleration for any reason of any of the Obligations, the interest rate set forth in clauses (i) and (ii) shall be applicable to all Advances without any election or action on the part of the Administrative Agent or any Lender.and

Rates Applicable After Default. Notwithstanding anything to the contrary contained in this AgreementSection 2.8 or 2.9, during the continuance of a Default or Unmatured Default the Required Lenders may, at their option, by notice to the Borrowers Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Advance may be made as, converted into or continued (after the expiration of the then current Interest Period) as a Eurocurrency LIBOR Advance, provided that, notwithstanding the foregoing, any outstanding Foreign Currency Advance may be continued for an Interest Period not to exceed one month after such notice to the Borrowers by the Required Lenders. Upon and during During the continuance of any a Default under Section 7.2 with respect to principal, interest or fees, the Required Lenders may, at their option, by notice to the Company Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders as to changes and in interest rates) ), declare that (ia) each Eurocurrency LIBOR Advance shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period plus 2% per annum, annum and (iib) each Floating Rate ABR Advance and any other amount due under this Agreement shall bear interest at a rate per annum equal to the Floating Alternate Base Rate otherwise applicable in effect from time to Floating Rate Loans time plus 2% per annum, provided that, upon and during the continuance of any acceleration for any reason of any of the Obligationsa Default under Section 7.4, 7.5 or 7.6, the interest rate rates set forth in clauses (ia) and (iib) above shall be applicable to all Advances without any election or action on the part of the Administrative Agent or any Lender. The exercise and enjoyment by the Lenders of any right under this Section 2.11 shall not be construed to waive any Default or Unmatured Default or limit or otherwise affect any right or remedy of the Lenders or the Agent by reason thereof.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in this AgreementSection 2.10 or 2.11, during the continuance of a Default or Unmatured Default the Required Lenders may, at their option, by notice to the Borrowers Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 9.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Advance may be made as, converted into or continued (after the expiration of the then beyond its current Interest Period) term as a Eurocurrency LIBOR Advance, provided that, notwithstanding the foregoing, any outstanding Foreign Currency Advance may be continued for an Interest Period not to exceed one month after such notice to the Borrowers by the Required Lenders. Upon and during During the continuance of any a Default under Section 7.2 with respect to principal, interest or fees, the Required Lenders may, at their option, by notice to the Company Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 9.2 requiring unanimous consent of the Lenders as to changes and in interest rates) ), declare that (i) each Eurocurrency LIBOR Advance shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period plus 2% per annum, annum and (ii) each Floating Rate ABR Advance and any other amount due under this Agreement shall bear interest at a rate per annum equal to the Floating ABR Rate otherwise applicable to Floating Rate Loans the ABR Advance plus 2% per annum and the Facility Letter of Credit Fee shall increase by 2% per annum, ; provided that, upon that such rates and during increase in the continuance Facility Letter of any acceleration for any reason of any of Credit Fee shall become applicable automatically without notice to the Obligations, the interest rate set forth in clauses (i) and (ii) shall be applicable to all Advances without any Borrower or an election or action on the part of by the Administrative Agent or any LenderLender if a Default occurs under Section 8.7 or Section 8.8, or a Default occurs relating to the payment of principal or interest unless waived by the Required Lenders.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in this AgreementSection 2.9 or 2.10, during the continuance of a Default or Unmatured Default, the Required Lenders may, at their option, by written notice to the Borrowers Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 9.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Advance may be made as, converted into or continued (after the expiration of the then beyond its current Interest Period) term as a Eurocurrency LIBOR Advance, provided that, notwithstanding the foregoing, any outstanding Foreign Currency Advance may be continued for an Interest Period not to exceed one month after such notice to the Borrowers by the Required Lenders. Upon and during During the continuance of any a Default under Section 7.2 with respect to principal, interest or fees, the Required Lenders may, at their option, by prior written notice to the Company Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 9.2 requiring unanimous consent of the Lenders as to changes and in interest rates) ), declare that (i) each Eurocurrency LIBOR Advance shall bear interest for the remainder of the applicable LIBOR Interest Period at the rate otherwise applicable to such LIBOR Interest Period plus 2% per annumannum until such Default shall have been cured, and (ii) each Floating Rate Prime Advance and any other amount due under this Agreement shall bear interest at a rate per annum equal to the Floating Adjusted Prime Rate otherwise applicable to Floating Rate Loans the Prime Advance plus 2% per annum, provided that, upon and during the continuance of any acceleration for any reason of any of the Obligations, the interest rate set forth in clauses (i) annum until such Default shall have been cured and (iiiii) the Facility Letter of Credit Fee shall be equal to the LIBOR Applicable Margin plus 2%; provided that such rates shall become applicable automatically without notice to all Advances without any election the Borrower if a Default occurs under Section 8.7 or action on the part of the Administrative Agent or any LenderSection 8.8.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in this Agreement, during the continuance of a Default or Unmatured Default the Required Lenders may, at their option, by notice to the Borrowers Company (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Advance may be made as, converted into or continued (after the expiration of the then current Interest Period) as a Eurocurrency Advance, provided that, notwithstanding the foregoing, any outstanding Foreign Currency Advance may be continued for an Interest Period not to exceed one month after such notice to the Borrowers by the Required Lenders. Upon and during the continuance of any Default under Section 7.2 with respect to principal, interest or feesDefault, the Required Lenders may, at their option, by notice to the Company (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders as to changes and interest rates) declare that (i) each Eurocurrency Advance shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period (with the Applicable Margin automatically adjusted to the highest amount possible, notwithstanding where the Applicable Margin would otherwise be set) plus 2% per annum, and (ii) each Floating Rate Advance and any other amount due under this Agreement shall bear interest at a rate per annum equal to the Floating Rate otherwise applicable in effect from time to Floating Rate Loans time plus 2% per annum, provided that, upon and during the continuance of any acceleration for any reason of any of the Obligations, the interest rate set forth in clauses (i) and (ii) above shall be applicable to all Advances without any election or action on the part of the Administrative Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in this AgreementSection 0, 0 or 0, during the continuance of a Default the Required Lenders may, at their option, by notice to the Borrowers (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 0 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Advance may be made as, converted into or continued (after the expiration of the then current Interest Period) as a Eurocurrency Eurodollar Advance, provided that, notwithstanding the foregoing, any outstanding Foreign Currency Advance may be continued for an Interest Period not to exceed one month after such notice to the Borrowers by the Required Lenders. Upon and during During the continuance of any Default under Section 7.2 with respect to principal, interest or feesa Default, the Required Lenders may, at their option, by notice to the Company Borrowers (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 0 requiring unanimous consent of the Lenders as to changes and in interest rates) ), declare that (i) each Eurocurrency Eurodollar Advance shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period plus 2% per annum, annum and (ii) each Floating Rate Advance and any other amount due under this Agreement shall bear interest at a rate per annum equal to the Floating Rate otherwise applicable in effect from time to Floating Rate Loans time plus 2% per annum, provided that, upon and during the continuance of any acceleration for any reason of any of the Obligationsa Default under Section 0 or 0, the interest rate rates set forth in clauses (i) and (ii) above shall be applicable to all Advances without any election or action on the part of the Administrative Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in this AgreementSection 2.8, 2.9 or 2.10, during the continuance of a Default the Required Lenders may, at their option, by notice to the Borrowers Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Advance may be made as, converted into or continued (after the expiration of the then current Interest Period) as a Eurocurrency Eurodollar Advance, provided that, notwithstanding the foregoing, any outstanding Foreign Currency Advance may be continued for an Interest Period not to exceed one month after such notice to the Borrowers by the Required Lenders. Upon and during During the continuance of any a Default arising under Section 7.2 with respect to principal, interest or fees7.2, the Required Lenders may, at their option, by notice to the Company Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders as to changes and in interest rates) ), declare that (ia) the overdue portion of each Eurocurrency Eurodollar Advance shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period plus 2% per annum, and (iib) the overdue portion of each Floating Rate Advance and any other amount due under this Agreement shall bear interest at a rate per annum equal to the Floating Rate in effect from time to time plus 2% per annum and (c) the overdue portion of any other amount due hereunder shall bear interest at a rate per annum equal to the rate otherwise applicable required hereby from time to Floating Rate Loans time plus 2% per annum, ; provided that, upon and during that such additional interest shall only be payable until the continuance of any acceleration for any reason of any earlier of the Obligations, (a) the interest rate set forth in clauses (i) and (ii) shall be applicable to all Advances without any election waiver or action on the part cure of the Administrative Agent applicable Default, (b) agreement of the Required Lenders to rescind the charging of such additional interest after Default or any Lender(c) payment in full of the overdue amount.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in this AgreementSection 2.9 or 2.10, during the continuance of a Default or Unmatured Default the Required Lenders may, at their option, by notice to the Borrowers Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that (i) no Advance Borrowing denominated in Dollars may be made as, converted into or continued as a Fixed Rate Borrowing, (after ii) unless repaid, each Eurocurrency Borrowing denominated in Dollars shall be converted to a Floating Rate Borrowing at the expiration end of the then current Interest PeriodPeriod applicable thereto and (iii) as no Borrowing denominated in a Eurocurrency Advance, provided that, notwithstanding the foregoing, any outstanding Qualified Foreign Global Currency Advance may be continued for having an Interest Period not to exceed in excess of one month after such notice to the Borrowers by the Required Lendersmay be made or continued. Upon and during During the continuance of any a Default under Section 7.2 with respect to principal, interest or fees, the Required Lenders may, at their option, by notice to the Company Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders as to changes and in interest rates) ), declare that (i) each Eurocurrency Advance Fixed Rate Borrowing shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period plus 2% per annum, annum and (ii) each Floating Rate Advance and any other amount due under this Agreement Borrowing shall bear interest at a rate per annum equal to the Floating Rate otherwise applicable to the Floating Rate Loans Borrowing plus 2% per annum, provided that, upon and during the continuance of any acceleration for any reason of any of the Obligations, the interest rate set forth in clauses (i) and (ii) shall be applicable to all Advances without any election or action on the part of the Administrative Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in this AgreementSection 2.3 or 2.5, during the continuance of a Default or Event of Default the Required Lenders may, at their option, by notice to the Borrowers Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 9.6(a) requiring unanimous consent of the Lenders to changes in interest rates), declare that no Syndicated Advance may be made as, converted into or continued (after the expiration of the then current Interest Period) as a Eurocurrency Eurodollar Advance, provided that, notwithstanding the foregoing, any outstanding Foreign Currency Advance may be continued for an Interest Period not to exceed one month after such notice to the Borrowers by the Required Lenders. Upon and during During the continuance of any Default under Section 7.2 with respect to principal, interest or feesan Event of Default, the Required Lenders may, at their option, by notice to the Company Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 9.6(a) requiring unanimous consent of the Lenders as to changes and in interest rates) ), declare that (ix) each Eurocurrency Fixed Rate Advance shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period plus 2% per annum, and (iiy) each Floating Rate Advance and any other amount due under this Agreement shall bear interest at a rate per annum equal to the Floating Rate otherwise applicable to Floating Rate Loans plus 2% per annum, and (z) the LC Fee shall be increased by 2% per annum, provided that, upon and that during the continuance of any acceleration for any reason an Event of any of the ObligationsDefault under Section 7.1(h) or (i), the interest rate rates and fees set forth in the preceding clauses (ix), (y) and (iiz) shall be applicable to all Advances Credit Extensions without any election or action on the part of the Administrative Agent or any Lenderthe Lenders.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in this AgreementArticle II, during the continuance of a Default the Required Lenders may, at their option, by notice to the Borrowers Company (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Advance Loan may be made as, converted into or continued (after the expiration of the then current Eurodollar Interest Period) as a Eurocurrency AdvanceEurodollar Loan. If any Loan is not paid at maturity, provided that, notwithstanding the foregoing, any outstanding Foreign Currency Advance may be continued for an Interest Period not to exceed one month after such notice to the Borrowers whether by the Required Lenders. Upon and during the continuance of any Default under Section 7.2 with respect to principal, interest acceleration or feesotherwise, the Required Lenders may, at their option, by notice to the Company (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders as to changes and in interest rates) declare that (i) each Eurocurrency Advance Eurodollar Loan shall bear interest (including interest accruing after the filing of any petition in bankruptcy, or the commencement of any insolvency, reorganization or like proceeding relating to the Company, whether or not a claim for post-filing or post-petition interest is allowed in such proceeding) for the remainder of the applicable Eurodollar Interest Period at the rate per annum otherwise applicable to such Eurodollar Interest Period plus 2% per annum, annum and (ii) each Floating Rate Advance and any other amount due under this Agreement Loan shall bear interest (including interest accruing after the filing of any petition in bankruptcy, or the commencement of any insolvency, reorganization or like proceeding relating to the Company, whether or not a claim for post-filing or post-petition interest is allowed in such proceeding) at a rate per annum equal to the Floating Rate otherwise applicable to Floating Rate Loans plus 2% per annum, provided that, upon and during the continuance of any acceleration for any reason of any of the Obligations, the interest rate set forth in clauses (i) and (ii) shall be applicable to all Advances without any election or action on the part of the Administrative Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in this AgreementSection 2.9 or 2.10, during the continuance of a Default the Required Lenders may, at their option, by notice to the Borrowers Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that (i) no Advance Borrowing may be made as, converted into or continued as a Fixed Rate Borrowing and (after ii) unless repaid, each Eurocurrency Borrowing shall be converted to a Floating Rate Borrowing at the expiration end of the then current Interest Period) as a Eurocurrency Advance, provided that, notwithstanding the foregoing, any outstanding Foreign Currency Advance may be continued for an Interest Period not to exceed one month after such notice to the Borrowers by the Required Lendersapplicable thereto. Upon and during During the continuance of any Default under Section 7.2 with respect to principal, interest or feesa Default, the Required Lenders may, at their option, by notice to the Company Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders as to changes and in interest rates) ), declare that (i) each Eurocurrency Advance Fixed Rate Borrowing shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period plus 2% per annum, annum and (ii) each Floating Rate Advance and any other amount due under this Agreement Borrowing shall bear interest at a rate per annum equal to the Floating Rate otherwise applicable to the Floating Rate Loans Borrowing plus 2% per annum. If any principal of or interest on any Loan or any fee or other amount payable by the Borrower hereunder is not paid when due, provided thatwhether at stated maturity, upon and during the continuance of any acceleration for any reason of any of the Obligationsor otherwise, the interest such overdue amount shall bear interest, after as well as before judgment, at a rate set forth in clauses per annum equal to (i) and in the case of overdue principal of any Loan, 2% plus the rate otherwise applicable to such Loan or (ii) shall be in the case of any other amount, 2% plus the rate applicable to all Advances without any election or action on the part of the Administrative Agent or any LenderFloating Rate Loans.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in this Agreement, during the continuance of a Default the Required Lenders may, at their option, by notice to the Borrowers (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Advance may be made as, converted into or continued (after the expiration of the then current Interest Period) as a Eurocurrency Fixed Rate Advance, provided that, notwithstanding the foregoing, any outstanding Foreign Currency Multicurrency Advance may be continued for an Interest Period not to exceed one month after such notice to the Borrowers by the Required Lenders. Upon and during the continuance of any Default under Section 7.2 with respect to principal, interest or fees7.2, the Required Lenders may, at their option, by notice to the Company (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders as to changes and interest rates) declare that (i) each Eurocurrency Fixed Rate Advance shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period plus 2% per annum, and (ii) each Floating Rate Advance and any other amount due under this Agreement shall bear interest at a rate per annum equal to the Floating Rate otherwise applicable to Floating Rate Loans plus 2% per annum, provided that, upon and during the continuance of any acceleration for any reason of any of the Obligations, the interest rate set forth in clauses (i) and (ii) shall be applicable to all Advances without any election or action on the part of the Administrative Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in this Agreementherein, during the continuance existence of a Default or Unmatured Default, the Required Lenders may, at their option, by notice to the Borrowers Borrower and any Additional Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Advance may be made as, converted into or continued (after the expiration of the then current Interest Period) as a Eurocurrency Eurodollar Advance, provided that, notwithstanding . During the foregoing, any outstanding Foreign Currency Advance may be continued for an Interest Period not to exceed one month after such notice to the Borrowers by the Required Lenders. Upon and during the continuance existence of any Default under Section 7.2 with respect to principal, interest or feesa Default, the Required Lenders may, at their option, by notice to the Company Borrower and any Additional Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders as to changes and in interest rates) ), declare that (i) each Eurocurrency Eurodollar Advance shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period plus 2% per annum, annum and (ii) each Floating Rate Advance and any other amount due under this Agreement Swing Line Loan shall bear interest at a rate per annum equal to the Floating Rate otherwise applicable in effect from time to Floating Rate Loans time plus 2% per annum, provided that, upon and during the continuance existence of any acceleration for any reason of any of the Obligationsa Default under Section 7.1.7 or 7.1.8, the interest rate rates set forth in clauses (i) and (ii) above shall be applicable to all Advances and Swing Line Loans without any election or action on the part of the Administrative Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in this AgreementSection 2.9 or 2.10, during the continuance of a Default the Required Lenders may, at their option, by notice to the Borrowers Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that (i) no Advance Borrowing may be made as, converted into or continued as a Fixed Rate Borrowing and (after ii) unless repaid, each Eurocurrency Borrowing shall be converted to a Floating Rate Borrowing at the expiration end of the then current Interest Period) as a Eurocurrency Advance, provided that, notwithstanding the foregoing, any outstanding Foreign Currency Advance may be continued for an Interest Period not to exceed one month after such notice to the Borrowers by the Required Lendersapplicable thereto. Upon and during During the continuance of any Default under Section 7.2 with respect to principal, interest or feesa Default, the Required Lenders may, at their option, by notice to the Company Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders as to changes and in interest rates) ), declare that (i) each Eurocurrency Advance Fixed Rate Borrowing shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period plus 2% per annum, annum and (ii) each Floating Rate Advance and any other amount due under this Agreement Borrowing shall bear interest at a rate per annum equal to the Floating Rate otherwise applicable to the Floating Rate Loans Borrowing plus 2% per annum, provided that, upon and during the continuance of any acceleration for any reason of any of the Obligations, the interest rate set forth in clauses (i) and (ii) shall be applicable to all Advances without any election or action on the part of the Administrative Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in this AgreementSection 2.9 or 2.10, during the continuance of a Default the Required Lenders may, at their option, by notice to the Borrowers Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that (i) no Advance Borrowing may be made as, converted into or continued as a LIBOR Rate Borrowing and (after ii) unless repaid, each Eurocurrency Borrowing shall be converted to a Floating Rate Borrowing at the expiration end of the then current Interest Period) as a Eurocurrency Advance, provided that, notwithstanding the foregoing, any outstanding Foreign Currency Advance may be continued for an Interest Period not to exceed one month after such notice to the Borrowers by the Required Lendersapplicable thereto. Upon and during During the continuance of any Default under Section 7.2 with respect to principal, interest or feesa Default, the Required Lenders may, at their option, by notice to the Company Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders as to changes and in interest rates) ), declare that (i) each Eurocurrency Advance LIBOR Rate Borrowing shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period plus 2% per annum, annum and (ii) each Floating Rate Advance and any other amount due under this Agreement Borrowing shall bear interest at a rate per annum equal to the Floating Rate otherwise applicable to the Floating Rate Loans Borrowing plus 2% per annum, provided that, upon and during the continuance of any acceleration for any reason of any of the Obligations, the interest rate set forth in clauses (i) and (ii) shall be applicable to all Advances without any election or action on the part of the Administrative Agent or any Lender.