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 the Required Lenders may, at their option, by notice to 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 may be made as, converted into or continued as a Eurodollar Advance. During the continuance of a Default the Required Lenders may, at their option, by notice to 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 shall bear interest for the remainder of the applicable Eurodollar Interest Period at the rate otherwise applicable to such Eurodollar Interest Period plus 3% per annum and (ii) each Floating Rate Advance shall bear interest at a rate per annum equal to the Floating Rate in effect from time to time plus 3% per annum, PROVIDED that, during the continuance of a Default under Section 7.6 or 7.7, the interest rates set forth in clauses (i) and (ii) above shall be applicable to all Advances without any election or action on the part of the 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 ----------- ---- the Required Lenders may, at their option, by notice to 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 may be made as, converted into or Unmatured continued as a Eurodollar Advance. During the continuance of a Default (including the Borrower's failure to pay any Loan at maturity) the Required Lenders may, at their option, by notice to 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 may be made asany overdue portion of Advances, converted into fees or continued as a Eurodollar Advance. During the continuance of a Default the Required Lenders may, at their option, by notice to 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 shall bear interest for the remainder of the applicable Eurodollar Interest Period at the rate otherwise applicable to such Eurodollar Interest Period plus 3% per annum and (ii) each Floating Rate Advance other Obligations hereunder shall bear interest at a rate per annum equal to the Floating Rate in effect from time to time plus 32% per annum, PROVIDED provided that, during the continuance of a Default under Section 7.6 or ----------- 7.7, the such interest rates set forth in clauses (i) and (ii) above rate shall be applicable to all Advances Advances, fees and other --- Obligations hereunder 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 the Required Lenders may, at their option, by notice to the Borrower Company (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Advance may be made as, converted into or continued as a Eurodollar Advance. During the continuance of a Default the Required Lenders may, at their option, by notice to the Borrower Company (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that (i) each Eurodollar Advance shall bear interest for the remainder of the applicable Eurodollar Interest Period at the rate otherwise applicable to such Eurodollar Interest Period plus 32% per annum and annum, (ii) each Floating Rate Advance shall bear interest at a rate per annum equal to the Floating Rate in effect from time to time plus 32% per annum and (iii) the LC Fee shall be increased by 2% per annum, PROVIDED provided that, during the continuance of a Default under Section 7.6 or 7.7, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee set forth in clause (iii) above shall be applicable to all Advances Credit Extensions without any election or action on the part of the Administrative Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 or 2.9, during the continuance of a Default or Unmatured Default the Required Lenders may, at their option, by notice to the 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 Loan may be made as, converted into or continued as a Eurodollar AdvanceLoan. During the continuance of a Default the Required Lenders may, at their option, by notice to 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 Loan shall bear interest for the remainder of the applicable Eurodollar Interest Period at the rate otherwise applicable to such Eurodollar Interest Period plus 32% per annum and annum, (ii) each Floating Rate Advance Loan shall bear interest at a rate per annum equal to the Floating Rate in effect from time to time plus 32% per annum, PROVIDED and (iii) the LC Fee shall be increased by 2% per annum, provided that, during the continuance of a Default under Section 7.6 or 7.7, the interest rates set forth in clauses (i) and (ii) above and the increase in the LC Fee set forth in clause (iii) above shall be applicable to all Advances Credit Extensions without any election or action on the part of the Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 or 2.9herein, during the continuance existence of a Default or Unmatured Default Default, the Required Lenders may, at their option, by notice to 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 may be made as, converted into or continued as a Eurodollar Advance. During the continuance existence of a Default Default, the Required Lenders may, at their option, by notice to 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 shall bear interest for the remainder of the applicable Eurodollar Interest Period at the rate otherwise applicable to such Eurodollar Interest Period plus 32% per annum and (ii) each Floating Rate Advance shall bear interest at a rate per annum equal to the Floating Rate in effect from time to time plus 32% per annum, PROVIDED provided that, during the continuance existence of a Default under Section 7.6 7.1.6 or 7.77.1.7, the interest rates set forth in clauses (i) and (ii) above shall be applicable to all Advances without any election or action on the part of the Administrative Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 or 2.9, during the continuance of a Default or Unmatured Default the Required Lenders may, at their option, by notice to the Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Advance may be made as, converted into or continued as a Eurodollar Advance. During the continuance of a Default the Required Lenders may, at their option, by notice to 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 shall bear interest for the remainder of the applicable Eurodollar Interest Period at the rate otherwise applicable to such Eurodollar Interest Period plus 32% per annum and (ii) each Floating Rate Advance shall bear interest at a rate per annum equal to the Floating Rate in effect from time to time plus 32% per annum, PROVIDED ; provided that, during the continuance of a Default under Section 7.6 or 7.7, the interest rates set forth in clauses (i) and (ii) above shall be applicable to all Advances without any election or action on the part of the Administrative Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 or 2.9, during the continuance of a Default or Unmatured Default the Required Lenders may, at their option, by notice to the Borrower Borrowers (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 9.1 requiring unanimous consent of the Lenders to changes reductions in interest rates), declare that no Advance may be made as, converted into or continued as a Eurodollar Advance. During the continuance of a Default the Required Lenders may, at their option, by notice to the Borrower Borrowers (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 shall bear interest for the remainder of the applicable Eurodollar Interest Period at the rate otherwise applicable to such Eurodollar Interest Period plus 32% per annum and (ii) each Floating Rate Advance (other than those under clause (i) above) and each Swingline Loan shall bear interest at a rate per annum equal to the Floating Alternate Base Rate in effect from time to time plus 32% per annum, PROVIDED ; provided that, during the continuance of a Default under Section 7.6 or 7.7, the interest rates set forth in clauses (i) and (ii) above shall be applicable to all Advances and Swingline Loans 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 or 2.9, during the continuance of a Default or Unmatured Default the Required Lenders may, at their its option, by notice to 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 ratesLenders), declare that no Advance portion of the Loan to Borrower may be made as, converted into or continued as a Eurodollar AdvanceLoan. During the continuance of a Default Default, the Required Lenders may, at their its option, by notice to the Borrower (which notice may be revoked at the option of the Required Lenders Lender notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders Lender and all Purchasers to changes in interest rates), declare that (i) each the Loan (or any portion thereof), if bearing interest at the Eurodollar Advance Rate, shall bear interest for the remainder of the applicable Eurodollar Interest Period at the rate otherwise applicable to such Eurodollar Interest Period plus 32% per annum and (ii) each the Loan (or any portion thereof), if bearing interest at the Floating Rate Advance Rate, shall bear interest at a rate per annum equal to the Floating Alternate Base Rate in effect from time to time plus 32% per annum, PROVIDED that, provided that during the continuance of a Default under Section 7.6 or 7.77.7 with respect to Borrower, the interest rates set forth in clauses (i) and (ii) above shall be applicable to all Advances the Outstanding Loan to 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 2.7, 2.8 or 2.9, during the continuance of a Default or Unmatured Default the Required Lenders may, at their option, by notice to the 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 Portion may be made as, converted into or continued as a Eurodollar AdvancePortion. During the continuance of a Default the Required Lenders may, at their option, by notice to 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 shall bear interest for the remainder outstanding principal balance of the applicable Loans (whether theretofore consisting of one or more Eurodollar Interest Period at the rate otherwise applicable to such Eurodollar Interest Period plus 3% per annum and (ii) each Portions or Floating Rate Advance Portions) shall thereafter bear interest at a rate per annum equal to the Floating Alternative Base Rate in effect from time to time time, plus 3% per annum5%, PROVIDED provided that, during the continuance of a Default under Section 7.6 7.4 or 7.77.5, the default interest rates rate set forth in clauses (i) and (ii) above herein shall be applicable to all Advances the Loan 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 the Required Lenders may, at their option, by notice to 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 reductions in interest rates), declare that no Revolving Credit Advance may be made as, converted into or continued as a Eurodollar Advance. During the continuance of a Default the Required Lenders may, at their option, by notice to 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 reductions in interest rates), declare that (ia) each Eurodollar Advance shall bear interest for the remainder of the applicable Eurodollar Interest Period at the rate otherwise applicable to such Eurodollar Interest Period plus 32% per annum and (iib) each Floating Alternate Base Rate Advance shall bear interest at a rate per annum equal to the Floating Alternate Base Rate in effect from time to time plus 32% per annum, PROVIDED provided that, during the continuance of a Default under Section 7.6 8.6 or 7.78.7, the interest rates set forth in clauses (ia) and (iib) above shall be applicable to all Revolving Credit 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 2.10 or 2.92.11, during the continuance of a Default or Unmatured Default Default, the Required Lenders may, at their option, by notice to 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 Loans to Borrower may be made as, converted into or continued as a Eurodollar AdvanceLoan. During the continuance of a Default Default, the Required Lenders may, at their option, by notice to 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 Loan shall bear interest for the remainder of the applicable Eurodollar Interest Period at the rate otherwise applicable to such Eurodollar Interest Period plus 32% per annum and (iib) each Floating Rate Advance Loan shall bear interest at a rate per annum equal to the Floating Alternate Base Rate in effect from time to time plus 32% per annum, PROVIDED that, provided that during the continuance of a Default under Section 7.6 or 7.7, the interest rates set forth in clauses (ia) and (iib) above shall be applicable to all Advances outstanding Loans to 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 the Required Lenders may, at their option, by notice to 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 may be made as, converted into or continued as a Eurodollar Advance. During the continuance of a Default the Administrative Agent or the Required Lenders may, at their option, by notice to 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 shall bear interest for the remainder of the applicable Eurodollar Interest Period at the rate otherwise applicable to such Eurodollar Interest Period plus 32% per annum and (ii) each Floating Rate Advance shall bear interest at a rate per annum equal to the Floating Rate in effect from time to time plus 32% per annum, PROVIDED ; provided that, during the continuance of a Default under Section 7.6 or 7.77.3, the interest rates set forth in clauses (i) and (ii) above shall be applicable to all Advances without any election or action on the part of the Administrative Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 or 2.9, during the continuance of a Default or Unmatured Default the Required Lenders may, at their option, by notice to the 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 may be made as, converted into or continued as a Eurodollar Advance. During the continuance of a Default the Required Lenders may, at their option, by notice to the 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 shall bear interest for the remainder of the applicable Eurodollar Interest Period at the rate Eurodollar Rate otherwise applicable to such Eurodollar Interest Period plus 3the Applicable Margin from time to time in effect plus 2% per annum and (ii) each Floating Rate Advance shall bear interest at a rate per annum equal to the Floating Rate in effect from time to time plus 32% per annum and (iii) each of the Letter of Credit fees described in Section 2.17.9 shall be increased by 2% per annum, PROVIDED provided that, during the continuance of a Default under Section 7.6 or 7.7, the interest rates set forth in clauses (i) and (ii) above and the increase in the Letter of Credit fees set forth in clause (iii) above shall be applicable to all Advances without any election or action on the part of the Administrative Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 2.10, 2.11 or 2.92.12, during the continuance of a Default or Unmatured Default the Required Lenders may, at their option, by notice to 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 may be made as, converted into or continued as a Eurodollar LIBOR Advance. During the continuance of a 25 of 82 Default the Required Lenders may, at their option, by notice to 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 shall bear interest for the remainder of the applicable Eurodollar Interest Period at the rate otherwise applicable to such Eurodollar Interest Period plus 32% per annum and (ii) each Floating Swingline Loan and each Base Rate Advance shall bear interest at a rate per annum equal to the Floating Base Rate in effect from time to time plus 32% per annum, PROVIDED provided that, during the continuance of a Default under Section 7.6 7.1.2, 7.1.6 or 7.77.1.7, the interest rates set forth in clauses (i) and (ii) above shall be applicable to all Advances without any election or action on the part of the Administrative Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 or 2.9, during the continuance of a Default or Unmatured Default the Required Lenders may, at their option, by notice to the Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), ) declare that no Advance may be made as, converted into or continued as a Eurodollar Advance. During the continuance of a Default the Required Lenders may, at their option, by notice to 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 shall bear interest for the remainder of the applicable Eurodollar Interest Period at the rate otherwise applicable to such Eurodollar Interest Period plus 32% per annum and (ii) each Floating Rate Advance shall bear interest at a rate per annum equal to the Floating Rate in effect from time to time plus 32% per annum, PROVIDED that, during the continuance of a Default under Section 7.6 or 7.7, the interest rates set forth in clauses (i) and (ii) above shall be applicable to all Advances without any election or action on the part of the 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 ----------- ---- the Required Lenders may, at their option, by notice to 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 may be made as, converted into or continued as a Eurodollar Advance. During the continuance of a Default (including the Borrower's failure to pay any Syndicated Loan at maturity) the Required Lenders may, at their option, by notice to 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 shall bear interest for the remainder any overdue portion of the applicable Eurodollar Interest Period at the rate otherwise applicable to such Eurodollar Interest Period plus 3% per annum and (ii) each Floating Rate Advance Advances, fees or any other Obligations hereunder shall bear interest at a rate per annum equal to the Floating Rate in effect from time to time plus 32% per annum, PROVIDED provided that, during the continuance of a Default under Section 7.6 or ----------- 7.7, the such interest rates set forth in clauses (i) and (ii) above rate shall be applicable to all Advances Advances, fees and other --- Obligations hereunder 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, Section 2.2.4 or 2.92.8, during the continuance of a Default or Unmatured Default the Required Lenders may, at their option, by notice to the Borrower Borrowers (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Advance may be made as, converted into or continued as a Eurodollar Advance. During the continuance of a Default the Required Lenders may, at their option, by notice to the Borrower 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 shall bear interest for the remainder of the applicable Eurodollar Interest Period at the rate otherwise applicable to such Eurodollar Interest Period plus 3% four percent (4%) per annum annum, and (ii) each Floating Rate Advance shall bear interest at a rate per annum equal to the Floating Rate in effect from time otherwise applicable to time the Floating Rate Advance plus 3% four percent (4%) per annum, PROVIDED provided that, during the continuance of a Default under Section 7.6 7.5 or 7.77.6, the interest rates set forth in clauses (i) and (ii) above shall be applicable to all Advances without any election or action on the part of the 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 the Required Lenders may, at their option, by notice to the Borrower Borrowers (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Advance may be made as, converted into or continued as a Eurodollar Eurocurrency Advance. During the continuance of a Default the Required Lenders may, at their option, by notice to the Borrower 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 shall bear interest for the remainder of the applicable Eurodollar Interest Period at the rate otherwise applicable to such Eurodollar Interest Period plus 32% per annum and (ii) each Floating Rate Advance shall bear interest at a rate per annum equal to the Floating Rate in effect from time to time plus 32% per annum, PROVIDED provided that, during the continuance of a Default under Section 7.6 or 7.7, the interest rates set forth in clauses (i) and (ii) above shall be applicable to all Advances without any election or action on the part of the Administrative Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the ------------------------------ contrary contained in Section 2.8 2.9 or 2.92.10, during the continuance of a Default or Unmatured ----------- ---- Default the Required Lenders may, at their option, by notice to 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 may be made as, converted into or continued as a Eurodollar LIBOR Advance. During the continuance of a Default the Required Lenders may, at their option, by notice to 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 shall bear interest for the remainder of the applicable Eurodollar Interest Period at the rate otherwise applicable to such Eurodollar Interest Period plus 3% per annum and (ii) each Floating Rate Advance Loan shall bear interest at a higher rate which is two percentage points (2.00%) per annum equal to above the Floating Interest Rate then in effect from time to time plus 3% per annumhereunder; provided, PROVIDED that, that -------- during the continuance of a Default under Section 7.6 or 7.7, the interest rates higher rate ----------- --- set forth in clauses (i) and (ii) above shall be applicable to all Advances 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, 2.11 or 2.92.12, during the continuance of a Default or Unmatured Default the Required Lenders may, at their option, by notice to 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 may be made as, converted into or continued beyond its current term as a Eurodollar Advance. During the continuance of a Default the Required Lenders may, at their option, by notice to 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 shall bear interest for the remainder of the applicable Eurodollar Interest Period at the rate otherwise applicable to such Eurodollar Interest Period plus 32% per annum and (ii) each Floating Base Rate Advance shall bear interest at a rate per annum equal to the Floating Base Rate in effect from time otherwise applicable to time the Base Rate Advance plus 32% per annum, PROVIDED that, during ; provided that such rates shall become applicable automatically without notice to the continuance of a Default under Section 7.6 Borrower or 7.7, the interest rates set forth in clauses (i) and (ii) above shall be applicable to all Advances without any 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 or 2.9, during the continuance of a Default or Unmatured Default the Required Lenders may, at their option, by notice to 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 may be made as, converted into or continued as a Eurodollar Advance. During the continuance of a Default the Required Lenders may, at their option, by notice to 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 shall bear interest for the remainder of the applicable Eurodollar Interest Period at the rate otherwise applicable to such Eurodollar Interest Period plus 32% per annum and (ii) each Floating Rate Advance shall bear interest at a rate per annum equal to the Floating Rate in effect from time to time plus 32% per annum, PROVIDED that, during the continuance of a Default under Section 7.6 or 7.7, the interest rates set forth in clauses (i) and (ii) above shall be applicable to all Advances without any election or action on the part of the 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 the Required Lenders may, at their option, by notice to the Borrower Borrowers (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Advance may be made as, converted into or continued as a Eurodollar Advance. During the continuance of a Default the Required Lenders may, at their option, by notice to the Borrower 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 (x) Eurodollar Advance shall bear interest for the remainder of the applicable Eurodollar Interest Period at the rate otherwise applicable to such Eurodollar Interest Period plus 3% per annum Period, and (iiy) each Floating Rate Advance Advance, shall bear interest at a rate per annum equal to the Floating Rate in effect from time to time plus 32% per annum and (ii) the LC Fee shall be increased by 2% per annum, PROVIDED provided that, during the continuance of a Default under Section 7.6 or 7.7, the interest rates set forth in clauses (i) above and the increase in the LC Fee set forth in clause (ii) above shall be applicable to all Advances Credit Extensions without any election or action on the part of the Administrative Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.7, 2.8 or 2.9, during the continuance of a Default or Unmatured Default the Required Lenders may, at their option, by notice to the 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 Portion may be made as, converted into or continued as a Eurodollar AdvancePortion. During the continuance of a Default the Required Lenders may, at their option, by notice to 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 shall bear interest for the remainder outstanding principal balance of the applicable Loans (whether theretofore consisting of one or more Eurodollar Interest Period at the rate otherwise applicable to such Eurodollar Interest Period plus 3% per annum and (ii) each Portions or Floating Rate Advance Portions) shall thereafter bear interest at a rate per annum equal to the Floating Alternative Base Rate in effect from time to time time, plus 3% per annum6%, PROVIDED that, during the continuance of a Default under Section 7.6 7.4 or 7.77.5, the default interest rates rate set forth in clauses (i) and (ii) above herein shall be applicable to all Advances the Loan 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 SECTION 2.8 or 2.9, during the continuance of a Default or Unmatured Default the Required Lenders may, at their option, by notice to the Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section SECTION 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Advance may be made as, converted into or continued as a Eurodollar Advance. During the continuance of a Default the Required Lenders may, at their option, by notice to the Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section SECTION 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that (i) each Eurodollar Advance shall bear interest for the remainder of the applicable Eurodollar Interest Period at the rate otherwise applicable to such Eurodollar Interest Period plus 32% per annum and (ii) each Floating Rate Advance shall bear interest at a rate per annum equal to the Floating Rate in effect from time to time plus 32% per annum, ; PROVIDED that, during the continuance of a Default under Section SECTION 7.6 or 7.7, the interest rates set forth in clauses (i) and (ii) above shall be applicable to all Advances without any election or action on the part of the Administrative Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 2.10, 2.11 or 2.92.12, during the continuance of a Default or Unmatured Default the Required Lenders may, at their option, by notice to 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 may be made as, converted into or continued as a Eurodollar Advance. During the continuance of a Default the Required Lenders may, at their option, by notice to 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 shall bear interest for the remainder of the applicable Eurodollar Interest Period at the rate otherwise applicable to such Eurodollar Interest Period plus 32% per annum and (ii) each Swingline Loan and each Floating Rate Advance shall bear interest at a rate per annum equal to the Floating Rate in effect from time to time plus 32% per annum, PROVIDED provided that, during the continuance of a Default under Section 7.6 or 7.7, the interest rates set forth in clauses (i) and (ii) above shall be applicable to all Advances without any election or action on the part of the Administrative Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 or 2.9, during the continuance of a Default or Unmatured Default the Required Lenders may, at their option, by notice to the Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 9.1 requiring unanimous consent of the Lenders to changes reductions in interest rates), declare that no Advance may be made as, converted into or continued as a Eurodollar Advance. During the continuance of a Default the Required Lenders may, at their option, by notice to 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 i)each Eurodollar Advance shall bear interest for the remainder of the applicable Eurodollar Interest Period at the rate otherwise applicable to such Eurodollar Interest Period plus 32% per annum and (ii) each Floating Rate Advance (other than those under clause (i) above) and each Swingline Loan shall bear interest at a rate per annum equal to the Floating Alternate Base Rate in effect from time to time plus 32% per annum, PROVIDED ; provided that, during the continuance of a Default under Section 7.6 or 7.7, the interest rates set forth in clauses (i) and (ii) above shall be applicable to all Advances and Swingline Loans without any election or action on the part of the Agent or any Lender.. 1.13

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 the Required Lenders may, at their option, by notice to 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 may be made as, converted into or continued as a Eurodollar Advance. During the continuance of a Default the Required Lenders may, at their option, by notice to 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 shall bear interest for the remainder of the applicable Eurodollar Interest Period at the rate otherwise applicable to such Eurodollar Interest Period plus 3% per annum and (ii) each Floating Rate Advance shall bear interest at a rate per annum equal to the Floating Rate in effect from time to time plus 3based on Level IV Status (as determined in accordance with the Pricing Schedule) per annum and (ii) the LC Fee shall be increased by 2% per annum, PROVIDED provided that, during the continuance of a Default under Section 7.6 or 7.7, the interest rates set forth in clauses clause (i) above and the increase in the LC Fee set forth in clause (ii) above shall be applicable to all Advances Credit Extensions without any election or action on the part of the Administrative Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section 2.8 or 2.9, during the continuance of a Default or Unmatured Default the Required Lenders may, at their option, by notice to the Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Advance may be made as, converted into or continued as a Eurodollar LIBOR Advance. During the continuance of a Default the Required Lenders may, at their option, by notice to 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 shall bear interest for the remainder of the applicable Eurodollar Interest Period at the rate otherwise applicable to such Eurodollar Interest Period plus 32% per annum and (ii) each Floating Rate Advance and all fees and other Obligations hereunder shall bear interest at a rate per annum equal to the Floating Rate in effect from time to time plus 32% per annum, PROVIDED provided that, during the continuance of a Default under Section 7.6 or 7.7, the interest rates set forth in clauses (i) and (ii) above shall be applicable to all Advances 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 2.7 or 2.92.8, during the continuance of a Default or Unmatured Default the Required Lenders may, at their option, by notice to 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 may be made as, converted into or continued as a Eurodollar Advance. During the continuance of a Default the Required Lenders may, at their option, by notice to 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 shall bear interest for the remainder of the applicable Eurodollar Interest Period at the rate otherwise applicable to such Eurodollar Interest Period plus 32% per annum and (ii) each Floating Rate Advance shall bear interest at a rate per annum equal to the Floating Rate in effect from time to time plus 32% per annum, PROVIDED provided that, during the continuance of a Default under Section 7.6 or 7.7, the interest rates set forth in clauses (i) and (ii) above shall be applicable to all Advances without any election or action on the part of the 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 the Required Lenders may, at their option, by notice to 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 may be made as, converted into or continued as a Eurodollar Advance. During the continuance of a Default the Required Lenders may, at their option, by notice to 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 shall bear interest for the remainder of the applicable Eurodollar Interest Period at the rate otherwise applicable to such Eurodollar Interest Period plus 32% per annum annum, and (ii) each Floating Rate Advance shall bear interest at a rate per annum equal to the Floating Rate in effect from time to time plus 32% per annum, PROVIDED provided that, during the continuance of a Default under Section 7.6 or 7.7, the interest rates set forth in clauses (i) and (ii) above shall be applicable to all Advances without any election or action on the part of the Agent or any Lender.

Rates Applicable After Default. Notwithstanding anything to the contrary contained in Section SECTION 2.8 or 2.9, during the continuance of a Default or Unmatured Default the Required Lenders may, at their option, by notice to the Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section SECTION 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that no Advance may be made as, converted into or continued as a Eurodollar Advance. During the continuance of a Default the Required Lenders may, at their option, by notice to the Borrower (which notice may be revoked at the option of the Required Lenders notwithstanding any provision of Section SECTION 8.2 requiring unanimous consent of the Lenders to changes in interest rates), declare that (i) each Eurodollar Advance shall bear interest for the remainder of the applicable Eurodollar Interest Period at the rate otherwise applicable to such Eurodollar Interest Period plus 32% per annum and (ii) each Floating Rate Advance shall bear interest at a rate per annum equal to the Floating Rate in effect from time to time plus 32% per annum, PROVIDED that, during the continuance of a Default under Section SECTION 7.6 or 7.7, the interest rates set forth in clauses (i) and (ii) above shall be applicable to all Advances without any election or action on the part of the Administrative Agent or any Lender.