Common use of Conversion or Continuation Clause in Contracts

Conversion or Continuation. (a) Subject to the provisions of clause (d) of this Section 2.7 and the provisions of Section 2.14, Borrower shall have the option to (i) convert all or any portion of the outstanding Base Rate Borrowings equal to $250,000, and integral multiples of $100,000 in excess of such amount, to a LIBOR Rate Borrowing, (ii) convert all or any portion of the outstanding LIBOR Rate Borrowings equal to $250,000 and integral multiples of $100,000 in excess of such amount, to a Base Rate Borrowing, and (iii) upon the expiration of any Interest Period applicable to any of its LIBOR Rate Borrowings, continue all or any portion of such LIBOR Rate Borrowing equal to $250,000, and integral multiples of $100,000 in excess of such amount, as a LIBOR Rate Borrowing, and the succeeding Interest Period of such continued Borrowing shall commence on the expiration date of the Interest Period previously applicable thereto; provided, however, that a LIBOR Rate Borrowing only may be converted or continued, as the case may be, on the expiration date of the Interest Period applicable thereto; provided further, however, that no outstanding Borrowing may be continued as, or be converted into, a LIBOR Rate Borrowing when any Unmatured Event of Default or Event of Default has occurred and is continuing; provided further, however, that if, before the expiration of an Interest Period of a LIBOR Rate Borrowing, Borrower fails timely to deliver the appropriate Request for Conversion/Continuation, such LIBOR Rate Borrowing automatically shall be converted to a LIBOR Rate Borrowing with an Interest Period of one (1) month.

Conversion or Continuation. (a) Subject to the provisions of clause (d) of this Section 2.7 and the provisions of Section 2.14, Borrower shall have the option to (i) convert all or any portion of the outstanding Base Rate Borrowings Loans equal to $250,000500,000, and integral multiples of $100,000 in excess of such amount, to a LIBOR Rate BorrowingLoan, (ii) convert all or any portion of the outstanding LIBOR Rate Borrowings Loans denominated in Dollars equal to $250,000 500,000 and integral multiples of $100,000 in excess of such amount, to a Base Rate BorrowingLoan, and (iii) upon the expiration of any Interest Period applicable to any of its LIBOR Rate BorrowingsLoans, continue all or any portion of such LIBOR Rate Borrowing Loan equal to $250,000500,000, and integral multiples of $100,000 in excess of such amount, as a LIBOR Rate BorrowingLoan denominated in the same Currency, and the succeeding Interest Period of such continued Borrowing Loan shall commence on the expiration date of the Interest Period previously applicable thereto; provided, however, that a LIBOR Rate Borrowing Loan only may be converted or continued, as the case may be, on the expiration date of the Interest Period applicable thereto; provided further, however, that no outstanding Borrowing Loan may be continued as, or be converted into, a LIBOR Rate Borrowing Loan when any Unmatured Event of Default or Event of Default has occurred and is continuing; provided further, however, that if, before the expiration of an Interest Period of a LIBOR Rate BorrowingLoan, Borrower fails timely to deliver the appropriate Request for Conversion/Continuation, such LIBOR Rate Borrowing Loan, in the case of a LIBOR Rate Loan denominated in Dollars, automatically shall be converted to a Base Rate Loan and, in the case of a LIBOR Rate Borrowing with Loan denominated in an Alternative Currency, automatically shall be continued as a LIBOR Rate Loan having an Interest Period of one (1) month.

Conversion or Continuation. (a) Subject to the provisions of clause (d) of this Section 2.7 and the provisions of Section 2.142.13, the Borrower shall have the option to (i) convert all or any portion of the outstanding Base Rate Borrowings Loans equal to $250,000500,000, and integral multiples of $100,000 in excess of such amount, to a LIBOR Rate BorrowingLoan, (ii) convert all or any portion of the outstanding LIBOR Rate Borrowings Loans denominated in Dollars equal to $250,000 500,000 and integral multiples of $100,000 in excess of such amount, to a Base Rate BorrowingLoan, and (iii) upon the expiration of any Interest Period applicable to any of its LIBOR Rate BorrowingsLoans, continue all or any portion of such LIBOR Rate Borrowing Loan equal to $250,000500,000, and integral multiples of $100,000 in excess of such amount, as a LIBOR Rate BorrowingLoan, and the succeeding Interest Period of such continued Borrowing Loan shall commence on the expiration date of the Interest Period previously applicable thereto; provided, however, that a LIBOR Rate Borrowing Loan only may be converted or continued, as the case may be, on the expiration date of the Interest Period applicable thereto; provided further, however, that no outstanding Borrowing Loan may be continued as, or be converted into, a LIBOR Rate Borrowing Loan when any Unmatured Event of Default or Event of Default has occurred and is continuing; provided further, however, that if, before the expiration of an Interest Period of a LIBOR Rate BorrowingLoan, the Borrower fails timely to deliver the appropriate Request for Conversion/Continuation, such LIBOR Rate Borrowing Loan, in the case of a LIBOR Rate Loan denominated in Dollars, automatically shall be converted to continued as a LIBOR Rate Borrowing Loan with an Interest Period of one (1) month.

Conversion or Continuation. (a) Subject to the provisions of clause (d) of this Section 2.7 and the provisions of Section 2.14, Borrower shall have the option to (i) convert all or any portion of the outstanding Base Rate Borrowings Loans equal to $250,000500,000, and integral multiples of $100,000 in excess of such amount, to a LIBOR Rate BorrowingLoan, (ii) convert all or any portion of the outstanding LIBOR Rate Borrowings Loans equal to $250,000 500,000 and integral multiples of $100,000 in excess of such amount, to a Base Rate BorrowingLoan, and (iii) upon the expiration of any Interest Period applicable to any of its LIBOR Rate BorrowingsLoans, continue all or any portion of such LIBOR Rate Borrowing Loan equal to $250,000500,000, and integral multiples of $100,000 in excess of such amount, as a LIBOR Rate BorrowingLoan, and the succeeding Interest Period of such continued Borrowing Loan shall commence on the expiration date of the Interest Period previously applicable thereto; provided, however, that a LIBOR Rate Borrowing Loan only may be converted or continued, as the case may be, on the expiration date of the Interest Period applicable thereto; provided further, however, that no outstanding Borrowing may be continued as, or be converted into, a LIBOR Rate Borrowing when any Unmatured Event of Default or Event of Default has occurred and is continuing; provided further, however, that if, (A) before the expiration of an Interest Period of a LIBOR Rate BorrowingLoan, Borrower fails timely to deliver the appropriate Request for Conversion/Continuation, such LIBOR Rate Borrowing Loan automatically shall be converted to continued as a LIBOR Rate Borrowing Loan with an Interest Period of one (1) month and (B) if Borrower delivers a Request for Conversion/Continuation that does not specify the applicable Interest Period, such request shall be deemed to be a request for an Interest Period of one (1) month.

Conversion or Continuation. (a) Subject to the provisions of clause subsection 2.6, (di) of this Section 2.7 and the provisions of Section 2.14, Borrower Company shall have the option to (i) convert at any time all or any portion part of the its outstanding Base Rate Borrowings Tranche A Term Loans, Tranche B Term Loans, Tranche C Term Loans or Revolving Loans equal to $250,000, 5,000,000 and integral multiples of $100,000 500,000 in excess of such amount, that amount from Loans bearing interest at a rate determined by reference to one basis to Loans bearing interest at a LIBOR Rate Borrowing, rate determined by reference to an alternative basis and (ii) convert all or any portion of the outstanding LIBOR Rate Borrowings equal to $250,000 and integral multiples of $100,000 in excess of such amount, to a Base Rate Borrowing, and (iii) upon the expiration of any Interest Period applicable to any of its a LIBOR Rate BorrowingsLoan, the applicable Borrower shall have the option to continue as a LIBOR Loan all or any portion of such LIBOR Rate Borrowing Loan equal to $250,000, 5,000,000 and integral multiples of $100,000 500,000 in excess of such that amount (or, in the case of Sterling Loans, equal to (pounds)5,000,000 and integral multiples of (pounds)500,000 in excess of that amount, as a LIBOR Rate Borrowing, ; provided that no more than one Sterling Loan of each U.K. Borrower outstanding at any time may be in an aggregate minimum amount equal to (pounds)5,000,000 and the succeeding Interest Period of such continued Borrowing shall commence on the expiration date of the Interest Period previously applicable theretoany amount in excess thereof); provided, however, that a LIBOR Rate Borrowing only may be converted or continuedif, as the case may be, on upon the expiration date of the any Interest Period applicable thereto; provided furtherto any LIBOR Loan, howeverthe applicable Borrower shall have failed to give a Notice of Conversion/Continuation with respect to such LIBOR Loan in accordance with this subsection 2.2D, such Borrower shall be deemed to have given a timely Notice of Conversion/Continuation electing to continue such LIBOR Loan as a LIBOR Loan with an Interest Period of one month. The applicable Borrower shall deliver a Notice of Conversion/Continuation to Administrative Agent no later than 11:00 A.M. (New York City time) at least one Business Day in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan) and at least three Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or a continuation of, a LIBOR Loan), with a copy to the Sterling Notice Office, in the case of Sterling Loans. A Notice of Conversion/Continuation shall specify (i) the proposed conversion/continuation date (which shall be a Business Day), (ii) the amount and type of the Loan to be converted/continued, (iii) the nature of the proposed conversion/continuation, (iv) in the case of a conversion to, or a continuation of, a LIBOR Loan, the requested Interest Period, and (v) in the case of a conversion to, or a continuation of, a LIBOR Loan, that no outstanding Borrowing may be continued as, or be converted into, a LIBOR Rate Borrowing when any Unmatured Potential Event of Default or Event of Default has occurred and is continuing; provided further, however, that if, before . In lieu of delivering the expiration above-described Notice of an Interest Period of a LIBOR Rate Borrowing, Borrower fails timely to deliver the appropriate Request for Conversion/Continuation, the applicable Borrower may give Administrative Agent telephonic notice by the required time of any proposed conversion/continuation under this subsection 2.2D; provided that such LIBOR Rate Borrowing automatically notice shall be converted promptly confirmed in writing by delivery of a Notice of Conversion/Continuation to Administrative Agent, with a copy to the Sterling Notice Office, in the case of Sterling Loans, on or before the proposed conversion/continuation date. Upon receipt of written or telephonic notice of any proposed conversion/continuation under this subsection 2.2D, Administrative Agent shall promptly transmit such notice by telefacsimile or telephone to each Lender. Neither Administrative Agent nor any Lender shall incur any liability to any Borrower in acting upon any telephonic notice referred to above that Administrative Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of such Borrower or for otherwise acting in good faith under this subsection 2.2D, and upon conversion or continuation of the applicable basis for determining the interest rate with respect to any Loans in accordance with this Agreement pursuant to any such telephonic notice the applicable Borrower shall have effected a conversion or continuation, as the case may be, hereunder. Except as otherwise provided in subsections 2.6B, 2.6C, 2.6F and 2.6G, a Notice of Conversion/Continuation for conversion to, or continuation of, a LIBOR Loan (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Borrowing with an Interest Period of one (1) monthDetermination Date, and the applicable Borrower shall be bound to effect a conversion or continuation in accordance therewith.

Conversion or Continuation. (a) Subject to the provisions of clause this subparagraph (diii) of this Section 2.7 and the provisions limitation on the number of Section 2.14Interest Periods prescribed in subparagraph (ii) above, Borrower Borrowers shall have the option to (i1) convert at any time all or any portion part of the outstanding Base Rate Borrowings Revolver Loans equal to One Million Dollars ($250,000, 1,000,000) and integral multiples of One Million Dollars ($100,000 1,000,000) in excess of such amountthat amount from Revolver Loans bearing interest at a rate determined by reference to one basis to Revolver Loans bearing interest at a rate determined by reference to an alternative basis, to a LIBOR Rate Borrowing, or (ii) convert all or any portion of the outstanding LIBOR Rate Borrowings equal to $250,000 and integral multiples of $100,000 in excess of such amount, to a Base Rate Borrowing, and (iii2) upon the expiration of any Interest Period applicable to any of its a LIBOR Rate BorrowingsLoan, to continue all or any portion of such LIBOR Rate Borrowing Revolver Loan equal to One Million Dollars ($250,000, 1,000,000) and integral multiples of One Million Dollars ($100,000 1,000,000) in excess of such amount, that amount as a LIBOR Rate Borrowing, Loan and the succeeding Interest Period Period(s) of such continued Borrowing Revolver Loan shall commence on the last day of the Interest Period of the Revolver Loan to be continued; provided that LIBOR Rate Loans may only be converted into Revolver Loans bearing interest determined by reference to an alternative basis on the expiration date of the Interest Period previously applicable thereto; provided, however, that a LIBOR Rate Borrowing only may be converted or continued, as the case may be, on the expiration date of the an Interest Period applicable thereto; provided and provided, further, however, that no outstanding Borrowing Revolver Loan may be continued as, or be converted into, a LIBOR Rate Borrowing Loan when any Unmatured an Event of Default or Event of Default has occurred and is continuing; provided furtherand provided, howeverfinally, that if, before the expiration of an Interest Period of no Revolver Loan may be converted into a LIBOR Rate BorrowingLoan until at least three (3) Business Days after the Closing Date; i.e., Borrower fails timely to deliver any Revolver Loans made on the appropriate Request for Conversion/Continuation, such LIBOR Rate Borrowing automatically Closing Date or within three (3) Business Days thereafter shall be converted made as Base Rate Loans. Borrower shall deliver a fully and properly completed Notice of Borrowing to a LIBOR Rate Borrowing with an Interest Period Agent no later than 12:00 Noon (New York, New York time) at least three (3) Business Days in advance of one (1) monththe proposed conversion/continuation date.

Conversion or Continuation. (a) Subject to the provisions of clause (d) and (e) of this Section 2.7 2.8 and the provisions of Section 2.14, Borrower Borrowers shall have the option to (i) convert all or any portion of the principal amount of outstanding Base Rate Borrowings Loans equal to $250,000, and integral multiples of $100,000 50,000 in excess of such amount, to a LIBOR Rate BorrowingLoan, (ii) convert all or any portion of the principal amount of outstanding LIBOR Rate Borrowings Loans equal to $250,000 and integral multiples of $100,000 50,000 in excess of such amount, to a Base Rate BorrowingLoan, and (iii) upon the expiration of any Interest Period applicable to any of its outstanding LIBOR Rate BorrowingsLoan, continue all or any portion of the principal amount of such LIBOR Rate Borrowing Loan equal to $250,000, and integral multiples of $100,000 50,000 in excess of such amount, as a LIBOR Rate BorrowingLoan, and the succeeding Interest Period of such continued Borrowing Loan shall commence on the expiration date of the Interest Period previously applicable thereto; provided, however, that a LIBOR Rate Borrowing Loan only may be converted or continued, as the case may be, on the expiration date of the Interest Period applicable thereto; provided further, however, that no outstanding Borrowing Loan may be continued as, or be converted into, a LIBOR Rate Borrowing Loan when any Unmatured Event of Default or Event of Default has occurred and is continuing; provided further, however, that if, before the expiration of an Interest Period of a LIBOR Rate BorrowingLoan, Administrative Borrower fails to timely to deliver the appropriate Request for Conversion/Continuation, such LIBOR Rate Borrowing Loan automatically shall be converted to a LIBOR Base Rate Borrowing with an Interest Period of one (1) month.Loan. DB2/ 42498508.4

Conversion or Continuation. (a) Subject to the provisions of clause (d) of this Section 2.7 2.8 and the provisions of Section 2.14, Administrative Borrower shall have the option to (i) convert all or any portion of the outstanding Base Rate Borrowings Loans equal to $250,000, and integral multiples of $100,000 in excess of such amount, to a LIBOR Rate BorrowingRateSOFR Loan, (ii) convert all or any portion of the outstanding LIBOR Rate Borrowings RateSOFR Loans equal to $250,000 100,000 and integral multiples of $100,000 in excess of such amount, to a Base Rate Borrowing, Loan and (iii) upon the expiration of any Interest Period applicable to any of its LIBOR Rate BorrowingsRateSOFR Loans, continue all or any portion of such LIBOR Rate Borrowing RateSOFR Loan equal to $250,000100,000, and integral multiples of $100,000 in excess of such amount, as a LIBOR Rate BorrowingRateSOFR Loan, and the succeeding Interest Period of such continued Borrowing Loan shall commence on the expiration date of the Interest Period previously applicable thereto; provided, however, that a LIBOR Rate Borrowing RateSOFR Loan only may be converted or continued, as the case may be, on the expiration date of the Interest Period applicable theretothereto unless the Borrowers pay any Breakage CostsFunding Losses incurred by the Lender; provided further, however, that no outstanding Borrowing Loan may be continued as, or be converted into, a LIBOR Rate Borrowing RateSOFR Loan when any Unmatured Event of Default or Event of Default has occurred and is continuing; provided further, however, that if, before the expiration of an Interest Period of a LIBOR Rate BorrowingRateSOFR Loan, Administrative Borrower fails to timely to deliver the appropriate Request for Conversion/Continuation, such LIBOR Rate Borrowing RateSOFR Loan automatically shall be converted to a LIBOR Base Rate Borrowing with an Interest Period Loan. A certificate of one (1) monthAgent or a Lender delivered to the Administrative Borrower setting forth any amount or amounts that Agent or such Lender is entitled to receive as Breakage CostsFunding Losses shall be conclusive absent manifest error.

Conversion or Continuation. (a) Subject to the provisions of clause (d) of this Section 2.7 and the provisions of Section 2.142.16, Borrower shall have the option to: (a) convert all or any part of its outstanding Loans equal to One Million Dollars (i$1,000,000) and integral multiples of One Hundred Thousand Dollars ($100,000) in excess of such amount, to a Base Rate Loan; (b) convert all or any portion of the its outstanding Base Rate Borrowings Loans equal to Five Million Dollars ($250,0005,000,000), and integral multiples of One Million Dollars ($100,000 1,000,000) in excess of such amount, to a LIBOR Rate Borrowing, Loan; or (ii) convert all or any portion of the outstanding LIBOR Rate Borrowings equal to $250,000 and integral multiples of $100,000 in excess of such amount, to a Base Rate Borrowing, and (iiic) upon the expiration of any Interest Period applicable to any of its a LIBOR Rate BorrowingsLoan, to continue all or any portion of such LIBOR Rate Borrowing equal to $250,000, and integral multiples of $100,000 in excess of such amount, Loan as a LIBOR Rate Borrowing, Loan and the succeeding Interest Period of such continued Borrowing Loan shall commence on the expiration date of the Interest Period previously applicable thereto; provided, howeverhowever , that a LIBOR Rate Borrowing Loan only may be converted into a Base Rate Loan or continued, as the case may be, on the expiration date of the Interest Period applicable thereto; provided further, however, that no outstanding Borrowing Loan may be continued as, or be converted into, a LIBOR Rate Borrowing Loan when any Unmatured Event of Default or Event of Default has occurred and is continuing; provided further, however, that if, if Borrower fails to deliver the appropriate Notice of Conversion/Continuation or the telephonic notice in respect thereof before the expiration of an the Interest Period of a LIBOR Rate Borrowing, Borrower fails timely to deliver the appropriate Request for Conversion/ContinuationLoan, such LIBOR Rate Borrowing Loan automatically shall be converted to a LIBOR Base Rate Borrowing with an Interest Period of one (1) monthLoan.

Conversion or Continuation. (a) Subject to the provisions of clause (d) of this Section 2.7 2.8 and the provisions of Section 2.14, Administrative Borrower shall have the option to (i) convert all or any portion of the outstanding Base Rate Borrowings Loans equal to $250,000, and integral multiples of $100,000 of$100,000 in excess of such amount, to a LIBOR Rate BorrowingLoan, (ii) convert all or any portion of the outstanding LIBOR Rate Borrowings Loans equal to $250,000 100,000 and integral multiples of $100,000 in excess of such amount, to a Base Rate Borrowing, Loan and (iii) upon the expiration of any Interest Period applicable to any of its LIBOR Rate BorrowingsLoans, continue all or any portion of such LIBOR Rate Borrowing Loan equal to $250,000100,000, and integral multiples of $100,000 in excess of such amount, as a LIBOR Rate BorrowingLoan, and the succeeding Interest Period of such continued Borrowing Loan shall commence on the expiration date of the Interest Period previously applicable thereto; provided, however, that a LIBOR Rate Borrowing Loan only may be converted or continued, as the case may be, on the expiration date of the Interest Period applicable theretothereto unless the Borrowers pay any Breakage Costs incurred by the Lender; provided further, however, that no outstanding Borrowing Loan may be continued as, or be converted into, a LIBOR Rate Borrowing Loan when any Unmatured Event of Default or Event of Default has occurred and is continuing; provided further, however, that if, before the expiration of an Interest Period of a LIBOR Rate BorrowingLoan, Administrative Borrower fails to timely to deliver the appropriate Request for Conversion/Continuation, such LIBOR Rate Borrowing Loan automatically shall be converted to a LIBOR Base Rate Borrowing with an Interest Period Loan. A certificate of one (1) monthAgent or a Lender delivered to the Administrative Borrower setting forth any amount or amounts that Agent or such Lender is entitled to receive as Breakage Costs shall be conclusive absent manifest error.

Conversion or Continuation. (a) Subject to the provisions of clause (d) of this Section 2.7 2.8 and the provisions of Section 2.14, Administrative Borrower shall have the option to (i) convert all or any portion of the outstanding Base Rate Borrowings Loans equal to $250,000, and integral multiples of $100,000 in excess of such amount, to a LIBOR Rate BorrowingLoan, (ii) convert all or any portion of the outstanding LIBOR Rate Borrowings Loans equal to $250,000 100,000 and integral multiples of $100,000 in excess of such amount, to a Base Rate Borrowing, Loan and (iii) upon the expiration of any Interest Period applicable to any of its LIBOR Rate BorrowingsLoans, continue all or any portion of such LIBOR Rate Borrowing Loan equal to $250,000100,000, and integral multiples of $100,000 in excess of such amount, as a LIBOR Rate BorrowingLoan, and the succeeding Interest Period of such continued Borrowing Loan shall commence on the expiration date of the Interest Period previously applicable thereto; provided, however, that a LIBOR Rate Borrowing Loan only may be converted or continued, as the case may be, on the expiration date of the Interest Period applicable theretothereto unless the Borrowers pay any Breakage Costs incurred by the Lender; provided further, however, that no outstanding Borrowing Loan may be continued as, or be converted into, a LIBOR Rate Borrowing Loan when any Unmatured Event of Default or Event of Default has occurred and is continuing; provided further, however, that if, before the expiration of an Interest Period of a LIBOR Rate BorrowingLoan, Administrative Borrower fails to timely to deliver the appropriate Request for Conversion/Continuation, such LIBOR Rate Borrowing Loan automatically shall be converted to a LIBOR Base Rate Borrowing with an Interest Period Loan. A certificate of one (1) monthAgent or a Lender delivered to the Administrative Borrower setting forth any amount or amounts that Agent or such Lender is entitled to receive as Breakage Costs shall be conclusive absent manifest error.

Conversion or Continuation. (a) Subject to the provisions of clause (d) and (e) of this Section 2.7 2.8 and the provisions of Section 2.14, Borrower Borrowers shall have the option to (i) convert all or any portion of the principal amount of outstanding Base Rate Borrowings Loans equal to $250,000, and integral multiples of $100,000 50,000 in excess of such amount, to a LIBOR Rate BorrowingLoan, (ii) convert all or any portion of the principal amount of outstanding LIBOR Rate Borrowings Loans equal to $250,000 and integral multiples of $100,000 50,000 in excess of such amount, to a Base Rate BorrowingLoan, and (iii) upon the expiration of any Interest Period applicable to any of its outstanding LIBOR Rate BorrowingsLoan, continue all or any portion of the principal amount of such LIBOR Rate Borrowing Loan equal to $250,000, and integral multiples of $100,000 50,000 in excess of such amount, as a LIBOR Rate BorrowingLoan, and the succeeding Interest Period of such continued Borrowing Loan shall commence on the expiration date of the Interest Period previously applicable thereto; provided, however, that a LIBOR Rate Borrowing Loan only may be converted or continued, as the case may be, on the expiration date of the Interest Period applicable thereto; provided further, however, that no outstanding Borrowing Loan may be continued as, or be converted into, a LIBOR Rate Borrowing Loan when any Unmatured Event of Default or Event of Default has occurred and is continuing; provided further, however, that if, before the expiration of an Interest Period of a LIBOR Rate BorrowingLoan, Administrative Borrower fails to timely to deliver the appropriate Request for Conversion/Continuation, such LIBOR Rate Borrowing Loan automatically shall be converted to a LIBOR Base Rate Borrowing with an Interest Period of one (1) monthLoan.

Conversion or Continuation. (ai) Subject to the provisions of clause (da)(iv) of this Section 2.7 and the provisions of Section 2.142.13, Borrower shall have the option to (iA) convert all or any portion of the outstanding Base Rate Borrowings Loans equal to $250,000100,000, and integral multiples of $100,000 50,000 in excess of such amount, to a LIBOR Rate BorrowingLoan, (iiB) convert all or any portion of the outstanding LIBOR Rate Borrowings Loans equal to $250,000 and integral multiples of $100,000 50,000 in excess of such amount, to a Base Rate BorrowingLoan, and (iiiC) upon the expiration of any Interest Period applicable to any of its LIBOR Rate BorrowingsLoans, continue all or any portion of such LIBOR Rate Borrowing Loan equal to $250,000, and integral multiples of $100,000 50,000 in excess of such amount, as a LIBOR Rate BorrowingLoan, and the succeeding Interest Period of such continued Borrowing Loan shall commence on the expiration date of the Interest Period previously applicable thereto; provided, however, that a LIBOR Rate Borrowing Loan only may be converted or continued, as the case may be, on the expiration date of the Interest Period applicable theretothereto unless Borrower pays any Funding Losses incurred by any of the Lenders; provided further, however, that no outstanding Borrowing Loan may be continued as, or be converted into, a LIBOR Rate Borrowing Loan when any Unmatured Event of Default or Event of Default has occurred and is continuing; provided further, however, that if, before the expiration of an Interest Period of a LIBOR Rate BorrowingLoan, Borrower fails to timely to deliver the appropriate Request for LIBOR Conversion/Continuation, such LIBOR Rate Borrowing Loan automatically shall be converted to a LIBOR Base Rate Borrowing with an Interest Period of one (1) monthLoan.

Conversion or Continuation. (a) Subject to the provisions of clause (d) of this Section 2.7 and the provisions of Section 2.14, Borrower shall have the option to (i) convert all or any portion of the outstanding Base Rate Borrowings Loans equal to $250,000500,000, and integral multiples of $100,000 in excess of such amount, to a LIBOR Rate BorrowingLoan, (ii) convert all or any portion of the outstanding LIBOR Rate Borrowings Loans denominated in Dollars equal to $250,000 500,000 and integral multiples of $100,000 in excess of such amount, to a Base Rate BorrowingLoan, and (iii) upon the Execution Version expiration of any Interest Period applicable to any of its LIBOR Rate BorrowingsLoans, continue all or any portion of such LIBOR Rate Borrowing Loan equal to $250,000500,000, and integral multiples of $100,000 in excess of such amount, as a LIBOR Rate BorrowingLoan denominated in the same Currency, and the succeeding Interest Period of such continued Borrowing Loan shall commence on the expiration date of the Interest Period previously applicable thereto; provided, however, that a LIBOR Rate Borrowing Loan only may be converted or continued, as the case may be, on the expiration date of the Interest Period applicable thereto; provided further, however, that no outstanding Borrowing Loan may be continued as, or be converted into, a LIBOR Rate Borrowing Loan when any Unmatured Event of Default or Event of Default has occurred and is continuing; provided further, however, that if, before the expiration of an Interest Period of a LIBOR Rate BorrowingLoan, Borrower fails timely to deliver the appropriate Request for Conversion/Continuation, such LIBOR Rate Borrowing Loan, in the case of a LIBOR Rate Loan denominated in Dollars, automatically shall be converted to a Base Rate Loan and, in the case of a LIBOR Rate Borrowing with Loan denominated in an Alternative Currency, automatically shall be continued as a LIBOR Rate Loan having an Interest Period of one month. Borrower shall by facsimile, mail, electronic mail (in a format bearing a copy of the signature(s) required thereon), personal service or by telephone (which shall be confirmed by one of the other means of delivery) deliver a Request for Conversion/Continuation to Agent (i) no later than 1:00 p.m., Local Time, one (1) monthBusiness Day prior to the proposed conversion date (in the case of a conversion to a Base Rate Loan), and (ii) no later than 1:00 p.m. Local Time, three (3) Eurodollar Business Days before (in the case of a conversion to, or a continuation of, a LIBOR Rate Loan). A Request for Conversion/Continuation shall specify (x) the proposed conversion or continuation date (which shall be a Business Day or a Eurodollar Business Day, as applicable), (y) the amount and type of the Loan to be converted or continued, and (z) the nature of the proposed conversion or continuation. Any Request for Conversion/Continuation (or telephonic notice in lieu thereof) shall be irrevocable and Borrower shall be obligated to convert or continue in accordance therewith. No Loan (or portion thereof) may be converted into, or continued as, a LIBOR Rate Loan with an Interest Period that ends after the Maturity Date. Mandatory Repayment . The Revolver Commitments, including any commitment to issue any Letter of Credit, shall terminate on the Maturity Date and all Loans, all interest that has accrued and remains unpaid thereon, all contingent reimbursement obligations of Borrower with respect to outstanding Letters of Credit, all unpaid fees, costs, or expenses that are payable hereunder or under any other Loan Document, and all other Obligations immediately shall be due and payable in full, without notice or demand (including either (i) providing Execution Version cash collateral to be held by Agent in an amount equal to 102% of the Letter of Credit Usage, or (ii) causing the original Letters of Credit to be returned to Agent), on the Maturity Date.

Conversion or Continuation. (a) Subject to the provisions of clause (d) of this Section 2.7 and the provisions of Section 2.14, Borrower shall have the option to (i) convert all or any portion of the outstanding Base Rate Borrowings equal to $250,000, and integral multiples of $100,000 in excess of such amount, to a LIBOR Rate Borrowing, (ii) convert all or any portion of the outstanding LIBOR Rate Borrowings equal to $250,000 and integral multiples of $100,000 in excess of such amount, to a Base Rate Borrowing, and (iii) upon the expiration of any Interest Period applicable to any of its LIBOR Rate Borrowings, continue all or any portion of such LIBOR Rate Borrowing equal to $250,000, and integral multiples of $100,000 in excess of such amount, as a LIBOR Rate Borrowing, and the succeeding Interest Period of such continued Borrowing shall commence on the expiration date of the Interest Period previously applicable thereto; provided, however, that a LIBOR Rate Borrowing only may be converted or continued, as the case may be, on the expiration date of the Interest Period applicable thereto; provided further, however, that no outstanding Borrowing may be continued as, or be converted into, a LIBOR Rate Borrowing when any Unmatured Event of Default or Event of Default has occurred and is continuing; provided further, however, that if, before the expiration of an Interest Period of no Borrowing may be extended as a LIBOR Rate BorrowingBorrowing when any Unmatured Event of Default or Event of Default has occurred and is continuing; provided further, Borrower fails timely to deliver the appropriate however, that so long as no Event of Default or Unmatured Event of Default has occurred and is continuing, if a Request for Conversion/ContinuationContinuation is not timely delivered at the end of the applicable Interest Period for any LIBOR Rate Borrowing, such LIBOR Rate Borrowing automatically shall be converted deemed to be continued as a LIBOR Rate Borrowing with an Interest Period of one (1) month.