Common use of Rates Applicable After Default Clause in Contracts

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 or 2.9, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to 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 as a Eurodollar Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to 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 (i) each 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, (ii) each Floating Rate Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Rate in effect from time to time plus 2% per annum and (iii) the LC Fee Rate payable by such Borrower shall be increased by 2% per annum, provided that during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower without any election or action on the part of the Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 2.9 or 2.92.10, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 as a Eurodollar Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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) each 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, (ii) each Floating Rate Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus 2% per annum and (iii) the LC Fee Rate payable by such Borrower shall be increased by 2% per annum, provided that that, during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower 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 Section 2.8 2.2.3 or 2.9Section 2.2.4, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 as a Eurodollar Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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) each Eurodollar Advance to such Borrower 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, (ii) each Floating Rate Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Rate in effect from time to time plus 2% per annum and (iii) the LC Fee Rate payable by such Borrower shall be increased by 2% per annum; provided that, provided that during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower 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 Section 2.8 2.10, 2.11 or 2.92.12, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 under a Facility to changes in interest ratesrates with respect to such Facility), declare that no Advance to such Borrower may be made as, converted into or continued beyond its current term as a Eurodollar LIBOR Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 under a Facility to changes in interest ratesrates with respect to such Facility), declare that (i) each Eurodollar LIBOR 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, annum and (ii) each Floating Rate ABR Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base ABR Rate in effect from time otherwise applicable to time the ABR Advance plus 2% per annum and (iii) the LC Facility Letter of Credit Fee Rate payable by such Borrower shall be increased increase by 2% per annum, ; provided that during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower, the interest such rates set forth in clauses (i) and (ii) above and the increase in the LC Facility Letter of Credit Fee Rate set forth in clause (iii) above shall be become applicable automatically without notice to all Outstanding Credit Extensions to such the Borrower without any or an election or action on by the part of 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 Section 2.8 2.8, 2.9 or 2.92.10, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 as a Eurodollar Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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) each 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 ABR Advance to such Borrower and Swing Line Loan shall bear interest at a rate per annum equal to the Alternate Base Rate in effect from time to time plus 2% per annum annum, and (iii) the LC Fee Rate payable by such Borrower shall be increased by 2% per annum, provided that that, during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower without any election or action on the part of the Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 2.8, 2.9 or 2.92.10, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 as a Eurodollar Eurocurrency Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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) each Eurodollar Eurocurrency 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, (ii) each Floating Rate Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus 2% per annum and (iii) the LC Fee Rate payable by such Borrower shall be increased by 2% per annum, provided that that, during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower without any election or action on the part of the Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 or 2.9, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to 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 as a Eurodollar Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to 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 (i) each 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, (ii) each Floating Rate Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Rate in effect from time to time plus 2% per annum and (iii) the LC Fee Rate payable by such Borrower shall be increased by 2% per annum, provided that during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower without any election or action on the part of the Agent or any Lender.. 2.12

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 2.2.3 or 2.9Section 2.2.4, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 as a Eurodollar Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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) each 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 21% per annum, (ii) each Floating Rate Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus 21% per annum and and/or (iii) the LC Letter of Credit Fee Rate payable by such Borrower shall be increased by 21% per annum, provided that that, during the continuance of a Default under Section 7.6 7.7 or 7.7 with respect to any Borrower7.8, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Letter of Credit Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding applicable Credit Extensions to such Borrower 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 Section 2.8 2.9 or 2.92.10, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by written notice to such the 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 as a Eurodollar Advance. During the continuance of a Default with respect to a BorrowerDefault, the Required Lenders may, at their option, by written notice to such the 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 (ia) each 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, (iib) each Floating Rate Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus 2% per annum and (iiic) the LC Fee Rate payable by such Borrower shall be increased by 2% per annum; provided, provided that during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest rates set forth in clauses (ia) and (iib) above and the increase in the LC Fee Rate set forth in clause (iiic) above shall be applicable to all Outstanding Credit Extensions to such Borrower without any election or action on the part of the Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 or 2.9, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 8.5 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 as a Eurodollar Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 8.5 requiring unanimous consent of the Lenders to changes in interest rates), declare that (i) each 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, annum and (ii) each Floating Rate Advance to such Borrower (other than an Advance under the Swingline) shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus 2% per annum and (iii) each of the LC Fee Rate payable by such Borrower Letter of Credit fees described in Section 2.20.1 shall be increased by 2% per annum, provided that that, during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate Letter of Credit fees set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower Advances (other than an Advance under the Swingline) without any election or action on the part of the Administrative Agent or any Lender. If any Advance under the Swingline is not paid at maturity, whether by acceleration or otherwise, or during the continuance of a Default, LaSalle may, at its option, by written notice to Borrower and the Administrative Agent (which notice may be revoked at LaSalle’s option notwithstanding any provision of Section 8.5 requiring unanimous consent of the Lenders to changes in interest rates), declare that each Swingline Advance shall bear interest at a rate per annum equal to the otherwise applicable rate plus 2% per annum; provided that during the continuance of a Default under Section 7.6 or 7.7, the interest rate for all Swingline Advances shall be the rate per annum equal to the otherwise applicable rate plus 2% per annum without any election or action on the part of LaSalle.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 2.9, 2.10 or 2.92.11, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 as a Eurodollar Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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) each 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, (ii) each Floating Rate Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus 2% per annum annum, and (iii) the LC Fee Rate payable by such Borrower shall be increased by 2% per annum, provided that that, during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower without any election or action on the part of the Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 or 2.9, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 as a Eurodollar Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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) each 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, (ii) each Floating Rate Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Rate in effect from time to time plus 2% per annum and (iii) the LC Letter of Credit Fee Rate payable by such Borrower shall be increased by 2% per annum; provided that, provided that during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Letter of Credit Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding applicable Credit Extensions to such Borrower 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 Section 2.8 or 2.9, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 as a Eurodollar Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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) each 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, (ii) each Floating Rate Advance to such Borrower and Swing Loan shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus 2% per annum and (iii) the LC Fee Rate payable by such Borrower shall be increased by 2% per annum, provided that that, during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower without any election or action on the part of the Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 or 2.9, during no Advance may be made as, converted into or continued as a Term SOFR Advance or Eurocurrency Advance (except with the consent of the Administrative Agent and the Required Lenders) when any Default or Unmatured Default has occurred and is continuing. During the continuance of a Default under Section 7.2, the Administrative Agent or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such Borrower 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 to such Borrower may be made as, converted into Administrative Agent or continued as a Eurodollar Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders mayLenders, at their optionas applicable, by notice to 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 (ia) the overdue amount of each Eurodollar Term SOFR Advance to such Borrower and each Eurocurrency Advance shall bear interest for the remainder of the applicable Interest Period at the rate Term SOFR Rate or Eurocurrency Rate otherwise applicable to such Interest Period plus 2% per annum, (iib) the overdue amount of each Floating Alternate Base Rate Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Rate Rate, in effect from time to time plus 2% per annum and (iiic) the LC Fee Rate payable by such Borrower overdue amount of each XXXXX Advance shall be increased by bear interest at a rate per annum equal to XXXXX in effect from time to time plus 2% per annum; provided that, provided that during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest rates set forth in clauses (ia) and through (ii) above and the increase in the LC Fee Rate set forth in clause (iiic) above shall be applicable to all Outstanding Credit Extensions to such Borrower without any election or action on the part of the Administrative Agent or any Lender. 2.12.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 2.2.3 or 2.9Section 2.2.4, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 Revolving Loan may be made as, converted into or continued as a Eurodollar AdvanceLoan. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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) each Eurodollar Advance to such Borrower Loan 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, (ii) each Floating Rate Advance Loan shall bear interest at a rate per annum equal to such Borrower the Alternate Base Rate in effect from time to time plus 2% per annum, (iii) each LIBOR Market Index Rate Loan shall bear interest at a rate per annum equal to the Alternate Base Rate in effect from time to time plus 2% per annum and (iiiiv) the LC Fee Rate payable by such Borrower shall be increased by 2% per annum; provided that, provided that during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest rates set forth in clauses (i), (ii) and (iiiii) above and the increase in the LC Fee Rate set forth in clause (iiiiv) above shall be applicable to all Outstanding Credit Extensions to such Borrower 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 Section 2.8 or 2.9, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 as a Eurodollar Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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) each 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, (ii) each Floating Rate Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus 2% per annum and (iii) the LC Letter of Credit Fee Rate payable by such Borrower shall be increased by 2% per annum, provided that that, during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Letter of Credit Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding applicable Credit Extensions to such Borrower without any election or action on the part of the Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 2.8, 2.9 or 2.92.10, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 8.3 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 as a Eurodollar Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 8.3 requiring unanimous consent of the Lenders to changes in interest rates), declare that (i) each 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, (ii) each Floating Rate Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus 2% per annum and (iii) the LC Fee Rate payable by such Borrower shall be increased by 2% per annum, provided that that, during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower 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 Section 2.8 or 2.9, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 as a Eurodollar Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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) each 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 two percent (2% %) per annum, (ii) each Floating Rate Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Rate in effect from time to time plus the Applicable Margin plus two percent (2% %) per annum, (iii) the Letter of Credit Fee Rate shall be increased by two percent (2%) per annum and (iiiiv) each Swing Line Loan shall bear interest at a rate per annum equal to the LC Fee Alternate Base Rate payable by such Borrower shall be increased by in effect from time to time plus the Applicable Margin plus two percent (2% %) per annum; provided that, provided that during the continuance of a Default under Section 7.6 Sections 7.7 or 7.7 with respect to any Borrower7.8, the interest rates set forth in clauses (i), (ii) and (iiiv) above and the increase in the LC Letter of Credit Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding applicable Credit Extensions to such Borrower 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 Section 2.8 2.8, 2.9 or 2.92.10, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to 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)Borrower, declare that no Advance to such Borrower may be made as, converted into or continued as a Eurodollar Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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) each Eurodollar Advance to such Borrower shall bear interest (after, as well as before judgment) for the remainder of the applicable Interest Period (and for each subsequent Interest Period during the continuance of such Default or Unmatured Default) if the Required Lenders have not prohibited Eurodollar Advances) at the rate otherwise applicable to such Interest Period plus 2% per annum, (ii) each Floating Rate Advance to such Borrower shall bear interest (after, as well as before judgment) at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus 2% per annum and annum, (iii) each Swing Line Loan shall bear interest (after, as well as before judgment) at a rate per annum equal to the Swing Line Rate in effect from time to time plus 2% per annum, (iv) the LC Fee Rate payable by such Borrower shall be increased by 2% per annum and (v) all outstanding and past due fees hereunder which do not otherwise bear interest shall accrue interest (after, as well as before judgment) at a rate per annum equal to the Floating Rate in effect from time to time plus 2% per annum; provided that, provided that during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest rates set forth in clauses (i), (ii) and (iiiii) above and the increase in the LC Fee Rate set forth in clause (iiiiv) above shall be applicable to all Outstanding Credit Extensions to such Borrower Advances without any election or action on the part of the Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 or Section 2.9, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 as a Eurodollar Advance. During Upon the occurrence and during the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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) each Eurodollar Advance to such Borrower shall bear interest interest, after as well as before judgment, 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 V (as set forth on the Pricing Schedule) plus 2% per annumannum and (y) the Highest Lawful Rate, (ii) each Floating Rate Advance to such Borrower shall bear interest interest, after as well as before judgment, at a rate per annum equal to the Alternate Base lesser of (x) the Floating Rate in effect from time to time calculated by adding the Applicable Margin for Level V plus 2% per annum and (y) the Highest Lawful Rate and (iii) the LC Fee Rate payable by such Borrower shall be calculated by using the Applicable Margin for Level V increased by 2% per annum, provided that that, during the continuance of a Default under Section 7.6 or 7.7 with respect to any BorrowerSection 7.7, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower without any election or action on the part of the Agent or any Lender. Default interest shall be payable on demand.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 2.8, 2.9 or 2.92.10, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to 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)Borrower, declare that no Advance to such Borrower may be made as, converted into or continued as a Eurodollar Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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) each 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, (ii) each Floating Rate Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus 2% per annum and annum, (iii) each Swing Line Loan shall bear interest at a rate per annum equal to the Swing Line Rate in effect from time to time plus 2% per annum, (iv) the LC Fee Rate payable by such Borrower shall be increased by 2% per annum and (v) all outstanding and past due fees hereunder which do not otherwise bear interest shall accrue interest at a rate per annum equal to the Floating Rate in effect from time to time plus 2% per annum; provided that, provided that during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest rates set forth in clauses (i), (ii) and (iiiii) above and the increase in the LC Fee Rate set forth in clause (iiiiv) above shall be applicable to all Outstanding Credit Extensions to such Borrower Advances without any election or action on the part of the Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 2.7 or 2.92.8, during the continuance of a an Event of Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 9.11 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 as a Eurodollar Advance. During the continuance of a an Event of Default with respect to a Borrowerunder Section 7.2, the Required Lenders may7.7 or 7.8, at their option, by notice to 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 (i) each Eurodollar Advance (in the case of an Event of Default under Section 7.2, with respect to which such Borrower Event of Default shall exist) shall bear interest for the remainder of the applicable Eurodollar Interest Period at the rate otherwise applicable to such Eurodollar Interest Period plus 2% per annum, (ii) each Floating Rate Advance (in the case of an Event of Default under Section 7.2, with respect to which such Borrower Event of Default shall exist) shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus 2% per annum and annum, (iii) each outstanding Letter of Credit (in the LC case of an Event of Default under Section 7.2, with respect to which such Event of Default shall exist) shall bear interest at a rate per annum equal to the Applicable Letter of Credit Fee Rate payable by such Borrower shall be increased by in effect from time to time plus 2% per annum, provided that during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower, the interest rates set forth in clauses (i) and (iiiv) above and the increase in the LC Fee Rate set forth all interest, fees (other than fees referred to in clause (iii) above hereof) and other amounts outstanding hereunder shall be applicable bear interest at a rate per annum equal to all Outstanding Credit Extensions the Floating Rate in effect from time to such Borrower without any election or action on the part of the Agent or any Lendertime plus 2% per annum.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 2.2(c) or 2.9Section 2.2(d), during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 as a Eurodollar SOFR Advance. During the continuance of a Default with respect to a Borrowerany such Default, the Required Lenders may, at their option, by notice to such the 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) each Eurodollar SOFR 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, (ii) each Floating Rate Advance to such Borrower (and any SOFR Advance which is not paid at the end of the applicable Interest Period) shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time plus 2% per annum, (iii) each Swing Line Loan shall bear interest a rate per annum equal to time the Swing Line Rate plus 2% per annum and (iiiiv) the LC Fee Rate payable by such Borrower Letter of Credit Fees shall be increased by equal to the Applicable Margin for Letter of Credit Fees plus 2% per annum, provided that that, during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate Letter of Credit Fees set forth in clause (iii) above shall be applicable to all Outstanding applicable Credit Extensions to such Borrower without any election or action on the part of the Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 2.7 or 2.92.8, during the continuance of a an Event of Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 9.11 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 as a Eurodollar Advance. During the continuance of a an Event of Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of under Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates7.1(b), declare that 7.1(g) or 7.1(h), (ia) each Eurodollar Advance (in the case of an Event of Default under Section 7.1(b), with respect to which such Borrower Event of Default shall exist) shall bear interest for the remainder of the applicable Eurodollar Interest Period at the rate otherwise applicable to such Eurodollar Interest Period plus 2% per annum, (iib) each Floating Rate Advance (in the case of an Event of Default under Section 7.1(b), with respect to which such Borrower Event of Default shall exist) shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus 2% per annum, (c) each outstanding Letter of Credit (in the case of an Event of Default under Section 7.1(b), with respect to which such Event of Default shall exist) shall bear interest at a rate per annum and (iii) equal to the LC Applicable Letter of Credit Fee Rate payable by such Borrower shall be increased by in effect from time to time plus 2% per annum, provided that during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower, the interest rates set forth in clauses (i) and (iid) above and the increase in the LC Fee Rate set forth all interest, fees (other than fees referred to in clause (iiic) above hereof) and other amounts outstanding hereunder shall be applicable bear interest at a rate per annum equal to all Outstanding Credit Extensions the Floating Rate in effect from time to such Borrower without any election or action on the part of the Agent or any Lendertime plus 2% per annum.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 2.10 or 2.92.11, during the continuance of a Default or Unmatured Default with respect to a BorrowerDefault, (a) the Required Lenders may, at their option, by notice to 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 as a Eurodollar AdvanceAdvance and (b) the Swingline Lender may, at its option, declare that no Swingline Loans shall be made to Borrower. During the continuance of a Default with respect to a BorrowerDefault, the Required Lenders may, at their option, by notice to 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 (i) each 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, annum and (ii) each Floating Rate Advance to such Borrower and each Swingline Loan shall bear interest at a rate per annum equal to the Alternate Base Rate in effect from time to time plus 2% per annum and (iii) the LC Fee Rate payable by such Borrower shall be increased by 2% per annum, provided that (A) during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower without any election or action on the part of the Agent or any LenderLender and (B) if the Agent has not received the Additional Board Authorization evidencing the authorization of the Borrower to accrue interest at the rates set forth in this Section 2.13, the Borrower shall immediately repay all outstanding amounts owing hereunder.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 or 2.9, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 to such Borrower may be made as, converted into or continued as a Eurodollar Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 (i) each 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 two percent (2% %) per annum, (ii) each Floating Rate Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Rate in effect from time to time plus the Applicable Margin plus two percent (2% %) per annum, (iii) the Letter of Credit Fee Rate shall be increased by two percent (2%) per annum and (iiiiv) each Swing Line Loan shall bear interest at a rate per annum equal to the LC Fee Alternate Base Rate payable by such Borrower shall be increased by in effect from time to time plus the Applicable .CHAR1\1170499v7 Margin plus two percent (2% %) per annum; provided that, provided that during the continuance of a Default under Section 7.6 Sections 8.7 or 7.7 with respect to any Borrower8.8, the interest rates set forth in clauses (i), (ii) and (iiiv) above and the increase in the LC Letter of Credit Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding applicable Credit Extensions to such Borrower 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 Section 2.8 or 2.9, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 as a Eurodollar LIBOR Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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) each Eurodollar LIBOR 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, annum and (ii) each Floating Rate Advance to such Borrower and all fees and other Obligations hereunder shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus 2% per annum and (iii) the LC Fee Rate payable by such Borrower shall be increased by 2% per annum; provided that, provided that during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower Advances and on any accrued and unpaid fees and other Obligations without any election or action on the part of the Administrative Agent or any Lender.. SIDLEY XXXXXX XXXXX & XXXX LLP

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 or 2.9, during no Advance may be made as, converted into or continued as a Term SOFR Advance or Eurocurrency Advance (except with the consent of the Administrative Agent and the Required Lenders) when any Default has occurred and is continuing. During the continuance of a Default under Section 7.2, the Administrative Agent or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such Borrower 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 to such Borrower may be made as, converted into Administrative Agent or continued as a Eurodollar Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders mayLenders, at their optionas applicable, by notice to 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 (ia) the overdue amount of each Eurodollar Term SOFR Advance to such Borrower and each Eurocurrency Advance shall bear interest for the remainder of the applicable Interest Period at the rate Adjusted Term SOFR Rate or Eurocurrency Rate otherwise applicable to such Interest Period plus 2% per annum, (iib) the overdue amount of each Floating Alternate Base Rate Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Rate in effect from time to time plus 2% per annum and (iiic) the LC Fee Rate payable by such Borrower overdue amount of each XXXXX Advance shall be increased by bear interest at a rate per annum equal to XXXXX in effect from time to time plus 2% per annum; provided that, provided that during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest rates set forth in clauses (ia) and through (ii) above and the increase in the LC Fee Rate set forth in clause (iiic) above shall be applicable to all Outstanding Credit Extensions to such Borrower without any election or action on the part of the Administrative Agent or any Lender. 2.12.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 2.9, 2.10 or 2.92.11, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to 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 as a Eurodollar Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to 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 (i) each 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, (ii) each Floating Rate Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus 2% per annum and (iii) the LC Fee Rate payable by such Borrower shall be increased by 2% per annum, provided that that, during the continuance of a Default under Section 7.6 7.1 (f) or 7.7 with respect to any Borrower(g), the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower without any election or action on the part of the Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 or 2.9Sections 2.3, during the continuance of a Default or Unmatured Event of Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 to such Borrower portion of the Loan may be made maintained as, converted into or continued as a Eurodollar Advance. During the continuance of a an Event of Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 (i) each 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, annum and (ii) each Floating Rate Advance to such Borrower the portion of the Loan not accruing interest at the rate under clause (i) above shall bear interest at a rate per annum equal to the Alternate Base Rate in effect from time to time plus 2% per annum and (iii) the LC Fee Rate payable by such Borrower shall be increased by 2% Applicable Margin plus [***] per annum; provided that, provided that during the continuance of a an Event of Default under Section 7.6 7(f) or 7.7 with respect to any Borrower7(g), the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower Advances without any election or action on the part of the Administrative Agent or any Lender. Upon the occurrence and during the continuance of an Event of Default, all interest shall be payable on demand.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 or 2.9, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 as a Eurodollar Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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) each 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 21% per annum, (ii) each Floating Rate Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus 21% per annum and (iii) the LC Fee Rate payable by such Borrower shall be increased by 21% per annum, provided that that, during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower without any election or action on the part of the Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 2.9 or 2.92.10, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 as a Eurodollar Term Benchmark Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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) each Eurodollar Term Benchmark 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, (ii) each Floating Rate Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus 2% per annum and (iii) the LC Fee Rate payable by such Borrower shall be increased by 2% per annum, provided that that, during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower 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 Section 2.8 2.9, 2.10 or 2.92.11, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such Borrower the Borrowers (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 to such Borrower may be made as, converted into or continued as a Eurodollar Eurocurrency Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such Borrower the Borrowers (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 (i) each Eurodollar Eurocurrency 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 two percent (2% %) per annum, annum and (ii) each Floating Rate Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus two percent (2% %) per annum annum, and (iii) the LC Fee Rate payable by such Borrower shall be increased by two percent (2% %) per annum, provided that that, during the continuance of a Default under Section 7.6 8.7 or 7.7 with respect to any Borrower8.8, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower 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 Section 2.8 2.8, 2.9 or 2.92.10, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 as a Eurodollar Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 (ia) each 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, (iib) each Floating Rate Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus 2% per annum and (iiic) the LC Fee Rate payable by such Borrower shall be increased by 2% per annum, provided that that, during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest rates set forth in clauses (ia) and (iib) above and the increase in the LC Fee Rate set forth in clause (iiic) above shall be applicable to all Outstanding Credit Extensions to such Borrower without any election or action on the part of the Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 2.2.3 or 2.9Section 2.2.4, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 as a Eurodollar Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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) each Eurodollar Advance to such Borrower 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 to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Rate in effect from time to time plus 2% per annum and (iii) the LC Fee Rate payable by such Borrower shall be increased by 2% per annum, provided that that, during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower 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 Section 2.8 or 2.9, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such Borrower 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 to such Borrower may be made as, converted into or continued as a Eurodollar Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such Borrower 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 (i) each 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 23% per annum, (ii) each Floating Rate Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus 23% per annum and (iii) the LC Fee Rate payable by such Borrower shall be increased by 23% per annum, provided that that, during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower without any election or action on the part of the Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything anything, to the contrary contained in Section 2.8 2.9 or 2.92.10, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 as a Eurodollar Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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) each 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,, (ii) each Floating Rate Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus 2% per annum annum. and (iii) the LC Fee Rate payable by such Borrower shall be increased by 2% per annum, provided that that, during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower without any election or action on the part of the Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 2.9, 2.10 or 2.92.11, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 to such Borrower may be made as, converted into or continued as a Eurodollar Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 (i) each 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, (ii) each Floating Rate Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus 2% per annum and (iii) the LC Fee Rate payable by such Borrower shall be increased by 2% per annum; provided that, provided that during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower8(f), the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower 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 Section 2.8 or 2.9this Article II, during the continuance of a Default or Unmatured Default with respect to a Borroweran Event of Default, the Required Lenders may, at their option, by notice to such Borrower the Borrowers (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 8.3 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 as a Eurodollar Eurocurrency Advance. During the continuance of a an Event of Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such Borrower the Borrowers (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 8.3 requiring unanimous consent of the Lenders to changes in interest rates), declare that (ia) each Eurodollar Eurocurrency 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, (iib) each Floating Base Rate Advance to such Borrower and each U.S. Swing Loan shall bear interest at a rate per annum equal to the Alternate Base Rate in effect from time to time plus 2% per annum, (c) each Foreign Currency Swing Loan shall bear interest at a rate per annum equal to the rate otherwise applicable thereto from time to time plus 2% per annum and (iiid) each Euro Swing Loan shall bear interest at a rate per annum equal to the LC Fee Rate payable by such Borrower shall be increased by rate otherwise applicable thereto from time to time plus 2% per annum; provided that, provided that during the continuance of a an Event of Default under Section 7.6 or 7.7 with respect to any Borrower7.5, the interest rates set forth in clauses (ia), (b), (c) and (ii) above and the increase in the LC Fee Rate set forth in clause (iiid) above shall be applicable to all Outstanding Credit Extensions to such Borrower Advances and Swing 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 Section 2.8 2.03(e) or 2.92.03(f), during the continuance of a Default or Unmatured Event of Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 9.06(a) requiring unanimous consent of the Lenders to changes in interest rates), declare that no Syndicated Advance to such Borrower may be made as, converted into or continued as a Eurodollar Fixed Rate Syndicated Advance. During the continuance of a Default with respect to a Borroweran Event of Default, (i) the Required Lenders may, at their option, by notice to such the Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 9.06(a) requiring unanimous consent of the Lenders to changes in interest rates), declare that (ix) each Eurodollar Fixed Rate 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, annum and (iiy) each Floating Rate Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Rate in effect from time to time plus 2% per annum and (iii) the LC Fee Rate payable by such Borrower shall be increased by 2% per annum, provided that during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower, the interest rates set forth in clauses (i) and (ii) above and the increase in Swing Line Lender may, at its option, by notice to the LC Fee Rate set forth in clause Borrower (iii) above shall which notice may be applicable to all Outstanding Credit Extensions to such Borrower without any election or action on revoked at the part option of the Agent or Swing Line Lender notwithstanding any Lenderprovision of Section 9.06(a) requiring unanimous consent for the Lenders to changes in interest rates), declare that each Swing Line Advance shall bear interest at a rate per annum equal to the Alternate Base Rate plus two percent (2.0%) per annum.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 or 2.9, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 to such Borrower may be made as, converted into or continued as a Eurodollar Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 (i) each 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, (ii) each Floating Rate Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Rate in effect from time to time plus the Applicable Margin plus 2% per annum and annum, (iii) the LC Letter of Credit Fee Rate payable by such Borrower shall be increased by 2% per annum and (iv) each Swing Line Loan shall bear interest at a rate per annum equal to the Alternate Base Rate in effect from time to time plus the Applicable Margin plus 2% per annum; provided that, provided that during the continuance of a Default under Section 7.6 8.6 or 7.7 with respect to any Borrower8.7, the interest rates set forth in clauses (i), (ii) and (iiiv) above and the increase in the LC Letter of Credit Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding applicable Credit Extensions to such Borrower 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 Section 2.8 2.9 or 2.92.10, during the continuance of a any Default or Unmatured Default with respect to a BorrowerDefault, the Required Lenders may, at their option, option and by notice to such Borrower 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 to such Borrower may be made as, converted into or continued as a Eurodollar Eurocurrency Advance. During the continuance of a Default with respect to a BorrowerDefault, the Required Lenders may, at their option, option and by notice to such Borrower 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 (i) each Eurodollar Eurocurrency 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 to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus 2% per annum annum, and (iii) the LC Fee Rate payable by such Borrower shall be increased by 2% per annum, provided that that, during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower 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 Section 2.8 or 2.9, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 to such Borrower may be made as, converted into or continued as a Eurodollar Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 (i) each 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 two percent (2% %) per annum, (ii) each Floating Rate Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Rate in effect from time to time plus the Applicable Margin plus two percent (2% %) per annum, (iii) the Letter of Credit Fee Rate shall be increased by two percent (2%) per annum and (iiiiv) each Swing Line Loan shall bear interest at a rate per annum equal to the LC Fee Alternate Base Rate payable by such Borrower shall be increased by in effect from time to time plus the Applicable Margin plus two percent (2% %) per annum; provided that, provided that during the continuance of a Default under Section 7.6 Sections 8.7 or 7.7 with respect to any Borrower8.8, the interest rates set forth in clauses (i), (ii) and (iiiv) above and the increase in the LC Letter of Credit Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding applicable Credit Extensions to such Borrower 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 Section 2.8 or 2.9, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 in interest rates), declare that no Advance to such Borrower may be made as, converted into or continued as a Eurodollar Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 in interest rates), declare that (i) each 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, annum and (ii) each Floating Rate Advance to such Borrower or Overnight Funds Rate Advance shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus 2% per annum and (iii) the LC Fee Rate payable by such Borrower shall be increased by 2% per annum, provided that that, during the continuance of a Default under Section 7.6 8.1(f) or 7.7 with respect to any Borrower(g), the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower Advances without any election or action on the part of the Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 or 2.9this Article II, during the continuance of a Default or Unmatured Default with respect to a Borroweran Event of Default, the Required Lenders may, at their option, by notice to such the Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 8.3 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 as a Eurodollar Eurocurrency Advance. During the continuance of a an Event of Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 8.3 requiring unanimous consent of the Lenders to changes in interest rates), declare that (ia) each Eurodollar Eurocurrency 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, (iib) each Floating Base Rate Advance to such Borrower and each U.S. Swing Loan shall bear interest at a rate per annum equal to the Alternate Base Rate in effect from time to time plus 2% per annum, (c) each Foreign Currency Swing Loan shall bear interest at a rate per annum equal to the rate otherwise applicable thereto from time to time plus 2% per annum and (iiid) each Euro Swing Loan shall bear interest at a rate per annum equal to the LC Fee Rate payable by such Borrower shall be increased by rate otherwise applicable thereto from time to time plus 2% per annum; provided that, provided that during the continuance of a an Event of Default under Section 7.6 or 7.7 with respect to any Borrower7.5, the interest rates set forth in clauses (ia), (b), (c) and (ii) above and the increase in the LC Fee Rate set forth in clause (iiid) above shall be applicable to all Outstanding Credit Extensions to such Borrower Advances and Swing 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 Section 2.8 2.11 or 2.92.12, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by written notice to such the Borrower Representative (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 as a Eurodollar Advance. During the continuance of a Default with respect to a BorrowerDefault, the Required Lenders may, at their option, by written notice to such the Borrower Representative (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 (ia) each 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, (iib) each Floating Rate Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus 2% per annum and (iiic) the LC Fee Rate payable by such Borrower shall be increased by 2% per annum; provided, provided that during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest rates set forth in clauses (ia) and (iib) above and the increase in the LC Fee Rate set forth in clause (iiic) above shall be applicable to all Outstanding Credit Extensions to such Borrower without any election or action on the part of the Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 or Section 2.9, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 as a Eurodollar Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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) each 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 lesser of (x) the Eurodollar Rate calculated by adding the Applicable Margin for Level V (as set forth on the Pricing Schedule) plus 2% per annumannum and (y) the Highest -30- Lawful Rate, (ii) each Floating Rate Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base lesser of (x) the Floating Rate in effect from time to time calculated by adding the Applicable Margin for Level V plus 2% per annum and (y) the Highest Lawful Rate and (iii) the LC Fee Rate payable by such Borrower shall be calculated by using the Applicable Margin for Level V increased by 2% per annum, provided that that, during the continuance of a Default under Section 7.6 or 7.7 with respect to any BorrowerSection 7.7, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower without any election or action on the part of the Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 2.2.3 or 2.92.2.4, during the continuance of a Default or Unmatured Default with respect to a any Borrower, the Required Lenders may, at their option, by notice to 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 as a Eurodollar Ratable Advance or Swing Line Advance. During the continuance of a Default with respect to a such Borrower, the Required Lenders may, at their option, by notice to 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 (ia) each Eurodollar 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, (iib) each Floating Rate ABR Advance made to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Rate in effect from time to time plus 2% per annum and (iiic) the LC Fee Rate payable by such Borrower Letter of Credit fee set forth in Section 2.5(e) shall be increased by 2% per annum, provided that that, during the continuance of a Default with respect to any Borrower under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest rates set forth in clauses (ia) and (ii) above and the increase in the LC Fee Rate set forth in clause (iiib) above shall be applicable to all Outstanding Extensions of Credit Extensions to such Borrower all Borrowers without any election or action on the part of the Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 Sections 2.9, 2.10 or 2.92.12, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such Borrower the Company (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 to such Borrower may be made as, converted into or continued as a Eurodollar Eurocurrency Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such Borrower the Company (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 (i) each Eurodollar Eurocurrency 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, (ii) each Floating Rate Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus 2% per annum and (iii) the LC Fee Rate payable by such Borrower shall be increased by 2% per annum, provided that that, during the continuance of a Default under Section 7.6 8.7 or 7.7 with respect to any Borrower8.8, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower without any election or action on the part of the Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 2.2(c) or 2.9Section 2.2(d), during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 as a Eurodollar Advance. During the continuance of a Default with respect to a Borrowerany such Default, the Required Lenders may, at their option, by notice to such the 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) each 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, (ii) each Floating Rate Advance to such Borrower (and any 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 Alternate Base Floating Rate in effect from time to time plus 2% per annum and (iii) the LC Fee Rate payable by such Borrower Letter of Credit Fees shall be increased by equal to the Applicable Margin for Letter of Credit Fees plus 2% per annum, provided that that, during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate Letter of Credit Fees set forth in clause (iii) above shall be applicable to all Outstanding applicable Credit Extensions to such Borrower without any election or action on the part of the Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 or 2.9, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such Borrower 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 to such Borrower may be made as, converted into or continued as a Eurodollar Eurocurrency Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such Borrower 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 (i) each Eurodollar Eurocurrency 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, annum and (ii) each Floating Rate Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus 2% per annum annum, and (iii) the LC Fee Rate payable by such Borrower shall be increased by 2% per annum, provided that that, during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower 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 Section 2.8 2.9 or 2.92.10, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by written notice to such the 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 as a Eurodollar Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by written notice to such the 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) each 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, (ii) each Floating Rate Advance to such Borrower and Swing Line Loan shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus 2% per annum and (iii) the LC Fee Rate payable by such Borrower shall be increased by 2% per annum, provided that that, during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower without any election or action on the part of the Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the ------------------------------ contrary contained in Section 2.8 2.10 or 2.92.11, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by written notice to such the 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 as a Eurodollar Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by written notice to such the 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) each 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, (ii) each Floating Rate Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus 2% per annum and (iii) the LC Fee Rate payable by such Borrower shall be increased by 2% per annum, provided that that, during -------- the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower without any election or action on the part of the Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 or 2.9, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to 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 all Lenders to changes in the interest rates), declare that no Advance portion of the Loan to such Borrower may be made as, converted into or continued as a Eurodollar AdvanceLoan. During the continuance of a Default with respect to a BorrowerDefault, the Required Lenders may, at their option, by notice to 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 all Lenders to changes in interest rates), declare that (i) each the Loan (or any portion thereof), if bearing interest at the Eurodollar Advance to such Borrower Rate, 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 the Loan (or any portion thereof), if bearing interest at the Floating Rate Advance to such Borrower Rate, shall bear interest at a rate per annum equal to the Alternate Base Rate in effect from time to time plus 2% per annum and (iii) the LC Fee Rate payable by such Borrower shall be increased by 2% per annum, provided that during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all the Outstanding Credit Extensions Loan to such Borrower without any election or action on the part of the Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 2.7 or 2.92.8, during the continuance of a an Event of Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 9.11 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 as a Eurodollar EurodollarTerm Benchmark Advance. During the continuance of a an Event of Default under Section 7.1(b), 7.1(g) or 7.1(h), (a) each EurodollarTerm Benchmark Advance (in the case of an Event of Default under Section 7.1(b), with respect to a Borrower, the Required Lenders may, at their option, by notice to which such Borrower (which notice may be revoked at the option Event of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that (iDefault shall exist) each Eurodollar Advance to such Borrower shall bear interest for the remainder of the applicable Eurodollar Interest Period at the rate otherwise applicable to such Eurodollar Interest Period plus 2% per annum, (iib) each Floating Rate Advance (in the case of an Event of Default under Section 7.1(b), with respect to which such Borrower Event of Default shall exist) shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus 2% per annum, (c) each outstanding Letter of Credit (in the case of an Event of Default under Section 7.1(b), with respect to which such Event of Default shall exist) shall bear interest at a rate per annum and (iii) equal to the LC Applicable Letter of Credit Fee Rate payable by such Borrower shall be increased by in effect from time to time plus 2% per annum, provided that during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower, the interest rates set forth in clauses (i) and (iid) above and the increase in the LC Fee Rate set forth all interest, fees (other than fees referred to in clause (iiic) above hereof) and other amounts outstanding hereunder shall be applicable bear interest at a rate per annum equal to all Outstanding Credit Extensions the Floating Rate in effect from time to such Borrower without any election or action on the part of the Agent or any Lendertime plus 2% per annum.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 or 2.9, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 as a Eurodollar Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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) each 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 to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus 2% per annum annum, and (iii) the LC Fee Rate payable by such Borrower Letter of Credit fees described in Section 2.20.11 hereof shall be increased by 2% per annum, provided that that, during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate Letter of Credit fees set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower Advances without any election or action on the part of the Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 2.9, 2.10 or 2.92.11, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such Borrower the Borrowers (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 to such Borrower may be made as, converted into or continued as a Eurodollar Eurocurrency Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such Borrower the Borrowers (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 (i) each Eurodollar Eurocurrency 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 two percent (2% %) per annum, annum and (ii) each Floating Rate Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus two percent (2% %) per annum annum, and (iii) the LC Fee Rate payable by such Borrower shall be increased by two percent (2% %) per annum, provided that that, during the continuance of a Default under Section 7.6 8.7 or 7.7 with respect to any Borrower8.8, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower without any election or action on the part of the Agent Administrative Agent, the LC Issuers or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 or 2.9, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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), (i) declare that no Advance to such Borrower may be made as, converted into or continued as a Eurodollar Advance or a Euro-Canadian Advance, and (ii) declare that all outstanding Euro-Canadian Advances shall immediately convert to U.S. Dollars at the Spot Dollar Amount (as of the date of such declaration) and shall bear interest at the Floating Rate. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 (ix) each Eurodollar Advance to such Borrower and Euro-Canadian 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, (iiy) each Floating Rate Advance to such Borrower (including any Euro-Canadian Advance converted as set forth in clause (ii) above) shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus 2% per annum annum, and (iiiz) the LC Fee Rate payable by such Borrower shall be increased by 2% per annum, provided that that, during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the conversion of Euro-Canadian Advances set forth in clause (ii) above, the interest rates set forth in clauses (ix) and (iiy) above above, and the increase in the LC Fee Rate set forth in clause (iiiz) above shall be applicable to all Outstanding Credit Extensions to such Borrower 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 Section 2.8 2.9, 2.10 or 2.92.11, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to 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 as a Eurodollar Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to 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 (i) each 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 23% per annum, (ii) each Floating Rate Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus 23% per annum and (iii) the LC Fee Rate payable by such Borrower shall be increased by 23% per annum, provided that that, during the continuance of a Default under Section 7.6 7.1 (f) or 7.7 with respect to any Borrower(g), the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower without any election or action on the part of the Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 2.08 or 2.92.09, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 8.02 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 as a Eurodollar Advance. During the continuance of a Default with respect to a BorrowerDefault, the Required Lenders may, at their option, by notice to such the Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 8.02 requiring unanimous consent of the Lenders to changes in interest rates), declare that (i) each 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, (ii) each Floating Rate Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus 2% per annum and (iii) the LC Fee Rate payable by such Borrower and the Commitment Fee shall be increased by 2% per annum, provided provided, that during the continuance of a Default under Section 7.6 7.08 or 7.7 with respect to any Borrower7.09, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower without any election or action on the part of the Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 or 2.9, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 as a Eurodollar LIBOR Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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) each Eurodollar LIBOR 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, (ii) each Floating Rate Advance to such Borrower and all fees and other Obligations hereunder shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus 2% per annum annum, and (iii) the LC Fee Rate payable by such Borrower shall be increased by 2% per annum, provided that that, during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower and on any accrued but unpaid fees and other Obligations 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 Section 2.8 2.10 or 2.92.11, during the continuance of a Default or Unmatured Default with respect to a BorrowerDefault, (a) the Required Lenders may, at their option, by notice to 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 as a Eurodollar AdvanceAdvance and (b) the Swingline Lender may, at its option, declare that no Swingline Loans shall be made to Borrower. During the continuance of a Default with respect to a BorrowerDefault, the Required Lenders may, at their option, by notice to 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 (i) each 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, annum and (ii) each Floating Rate Advance to such Borrower and each Swingline Loan shall bear interest at a rate per annum equal to the Alternate Base Rate in effect from time to time plus 2% per annum and (iii) the LC Fee Rate payable by such Borrower shall be increased by 2% per annum, provided that during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower without any election or action on the part of the Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 or 2.9, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such Borrower (which the 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 as a Eurodollar Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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) each Eurodollar Advance to such Borrower and each Swing Line Loan bearing interest at an Agreed Swing Line Rate shall bear interest for the remainder of the applicable Interest Period at the rate otherwise applicable to such Interest Period plus 2% per annum, (ii) each Floating Rate Advance to such Borrower and each Swing Line Loan bearing interest at the Floating Rate shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus 2% per annum annum, and (iii) the rate used in determining the Facility LC Fee Rate fee payable by such Borrower pursuant to Section 2.19(d) shall be increased by an additional 2% per annum; provided that, provided that during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest and fee rates set forth in clauses (i) and ), (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower Advances and Swing Line Loans without any election or action on the part of the Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 2.10 or 2.92.11, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to 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 as a Eurodollar Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to 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 (i) each 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, (ii) each Floating Rate Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Rate in effect from time to time plus 2% per annum and (iii) the LC Fee Rate payable by such Borrower shall be increased by 2% per annum, provided that during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower without any election or action on the part of the Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 2.8, 2.9 or 2.92.10, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 as a Eurodollar Advance. During the continuance of a Default with respect arising under Section 7.2, 7.3 (solely as it relates to a BorrowerSections 6.15, 6.19, 6.20, 6.21 and 6.25), 7.6, 7.7, 7.8 or 7.13, the Required Lenders may, at their option, by notice to such the 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 (ia) each 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, annum and (iib) each Floating Rate Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus 2% per annum and (iii) the LC Fee Rate payable by such Borrower shall be increased by 2% per annum, provided that that, during the continuance of a Default under Section 7.6 7.7 or 7.7 with respect to any Borrower7.8, the interest rates set forth in clauses (ia) and (ii) above and the increase in the LC Fee Rate set forth in clause (iiib) above shall be applicable to all Outstanding Credit Extensions to such Borrower Advances without any election or action on the part of the Agent or any Lender; provided further that such additional interest shall only be payable until the earlier of the (a) waiver or cure of the applicable Default, (b) agreement of the Required Lenders to rescind the charging of such additional interest after Default or (c) payment in full of the Obligations.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 2.9 or 2.92.10, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 as a Eurodollar Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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) each 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 to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus 2% per annum annum, and (iii) the LC Fee Rate payable by such Borrower shall be increased by 2% per annum; PROVIDED that, provided that during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower 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 Section 2.8 2.8, 2.9 or 2.92.10, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 as a Eurodollar Advance. During From and after the continuance date upon which any payment of a Default with respect to a Borrowerprincipal of any Advance, any interest on any Advance or any LC Fees otherwise due hereunder is not timely paid as required hereunder, the Required Lenders may, at their option, by notice to such the 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) the principal amount of each Eurodollar Advance to such Borrower not timely paid shall bear interest for the remainder of the applicable Interest Period (or until earlier repaid) at the rate otherwise applicable to such Interest Period plus 2% per annum, (ii) the principal amount of each Floating Rate Advance to such Borrower not timely paid shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus 2% per annum and until repaid, (iii) the LC Fee Rate payable by rate with respect to such Borrower unpaid amount of LC Fees shall be increased by 2% per annum and (iv) without duplication of any increases in the applicable interest rates imposed pursuant to the foregoing clauses (i) and (ii), that portion of the principal amount of any (x) Eurodollar Advance with respect to which a payment of interest is not timely paid shall bear interest for the remainder of the applicable Interest Period (or until such overdue interest amount is earlier repaid) at the rate otherwise applicable to such Interest Period plus 2% per annum, and (y) Floating Rate Advance upon which a payment of interest is not timely paid shall bear interest at a rate per annum equal to the Floating Rate in effect from time to time plus 2% per annum until such overdue interest amount is repaid, provided that that, during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest rates set forth in clauses (i), (ii) and (iiiv) above and the increase in the LC Fee Rate set forth in clause (iii) above shall shall, in the event of any such late payment of principal, interest or LC Fees, be applicable to all Outstanding Credit Extensions to such Borrower 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 Section 2.8 or 2.9, during the continuance of a Default or Unmatured Default with respect to a BorrowerDefault, the Required Lenders may, at their option, by notice to such Borrower and the Agent (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 as a Eurodollar LIBOR Advance. During If any Advance is not paid at maturity, whether by acceleration or otherwise, or during the continuance of a Default with respect to a BorrowerDefault, the Required Lenders may, at their option, by written notice to such Borrower and the Agent (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 (ia) each Eurodollar LIBOR Advance to such Borrower shall bear interest for the remainder of the applicable LIBOR Interest Period at the rate otherwise applicable to such LIBOR Interest Period plus Two Percent (2% %) per annum, and (iib) each Floating Rate ABR Advance to such Borrower shall bear interest at ---- a rate per annum equal to the Alternate Base Rate in effect from time to time otherwise applicable rate plus Two Percent (2% per annum and (iii%) the LC Fee Rate payable by such Borrower shall be increased by 2% ---- per annum, provided that that, during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest rates set forth in clauses (ia) and (ii) above and the increase in the LC Fee Rate set forth in clause (iiib) above shall be applicable to all Outstanding Credit Extensions to such Borrower Advances without any election or action on the part of the Agent or any Lender.. If any Advance under the Swingline is not paid at maturity, whether by acceleration or otherwise, or during the continuance of a Default, NCB may, at its option, by written notice to Borrower and the Agent (which notice may be revoked at its option notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that each Swingline Advance shall bear interest at a rate per annum equal to the otherwise applicable rate plus Two Percent (2%) per annum. ----

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 2.9, 2.10 or 2.92.11, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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 as a Eurodollar Eurocurrency Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the 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) each Eurodollar Eurocurrency 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, (ii) each Floating Rate ABR Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Rate ABR in effect from time to time plus 2% per annum and (iii) the LC Fee Rate payable by such Borrower shall be increased by 2% per annum, provided that that, during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower7.7, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower without any election or action on the part of the Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 or 2.9, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to 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 as a Eurodollar Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to 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 (i) each 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, annum and (ii) each Floating Rate Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Rate in effect from time to time plus 2% per annum and (iii) the LC Fee Rate payable by such Borrower shall be increased by 2% per annum, provided that during the continuance of a Default under Section 7.6 or 7.7 with respect to any Borrower, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions outstanding Loans to such Borrower without any election or action on the part of the Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 2.08, 2.09 or 2.92.10, during the continuance of a Default or Unmatured Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 8.03 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 as a Eurodollar Advance. During the continuance of a Default with respect to a Borrower, the Required Lenders may, at their option, by notice to such the Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 8.03 requiring unanimous consent of the Lenders to changes in interest rates), declare that (i) each 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, (ii) each Floating Rate Advance to such Borrower shall bear interest at a rate per annum equal to the Alternate Base Floating Rate in effect from time to time plus 2% per annum and (iii) if the Facility LCs have not been secured by a deposit in the Facility LC Collateral Account as required hereby, the Facility LC Fee Rate payable by such Borrower shall be increased by 2% per annum, provided that that, during the continuance of a Default under Section 7.6 8.01(f) or 7.7 with respect to any Borrower(g), the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee Rate set forth in clause (iii) above shall be applicable to all Outstanding Credit Extensions to such Borrower without any election or action on the part of the Administrative Agent or any Lender.