Common use of Alternative Currency Loans Clause in Contracts

Alternative Currency Loans. Each Borrowing of Alternative Currency Loans, and each continuation of an Alternative Currency Term Rate Loan shall be made upon the Borrower’s irrevocable notice to the Lender, which may be given by (A) telephone or (B) a Committed Loan Notice; provided, that, any telephonic notice must be confirmed immediately by delivery to the Lender of a Committed Loan Notice. Each such Committed Loan Notice must be received by the Lender not later than 11:00 a.m. (Eastern time) three Business Days (or five Business Days in the case of a Special Notice Currency) prior to the requested date of any Borrowing or, in the case of Alternative Currency Term Rate Loans, any continuation. Each Borrowing of or continuation of Alternative Currency Loans shall be in the minimum amounts set forth in the Agreement for Loans bearing interest at the Eurocurrency Rate and denominated in the applicable Alternative Currency. Each Committed Loan Notice shall specify (i) whether the Borrower is requesting a Borrowing or a continuation of Alternative Currency Term Rate Loans, (ii) the requested date of the Borrowing or continuation, as the case may be (which shall be a Business Day), (iii) the currency and principal amount of Loans to be borrowed or continued, (iv) the Type of Loans to be borrowed, (v) if applicable, the duration of the Interest Period with respect thereto. If the Borrower fails to specify a currency in a Loan Notice requesting a Borrowing, then the Loans so requested shall be made in Dollars. If the Borrower fails to specify a Type of Loan in a Committed Loan Notice or if such Borrower fails to give a timely notice requesting a continuation, then the applicable Loans shall be made as Base Rate Loans denominated in Dollars; provided, however, that, in the case of a failure to timely request a continuation of Alternative Currency Term Rate Loans, such Loans shall be continued as Alternative Currency Term Rate Loans in their original currency with an Interest Period of one (1) month. If the Borrower requests a Borrowing of or continuation of Alternative Currency Term Rate Loans in any such Committed Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. Except as otherwise specified in the Agreement, no Alternative Currency Loan may be converted into or continued as a Loan denominated in a different currency, but instead must be repaid in the original currency of such Alternative Currency Loan and reborrowed in the other currency.

Alternative Currency Loans. Each Borrowing of Alternative Currency Loans, and each continuation of an Alternative Currency Term Rate Loan shall be made upon the Parent Borrower’s (on its own behalf and on behalf of any Designated Borrower) irrevocable notice to the LenderAdministrative Agent, which may be given by (A) telephone or (B) a Committed Loan Notice; provided, that, provided that any telephonic notice must be confirmed immediately promptly by delivery to the Lender Administrative Agent of a Committed Loan Notice. Each such Committed Loan Notice must be received by the Lender Administrative Agent not later than 11:00 a.m. (Eastern time) three Business Days (or five Business Days in the case of a Special Notice Currency) prior to the requested date of any Borrowing of Alternative Currency Loans or, in the case of Alternative Currency Term Rate Loans, any continuation. Each Borrowing of or continuation of Alternative Currency Loans shall be in a principal amount of the minimum amounts set forth Dollar Equivalent of $5,000,000 or a whole multiple of the Dollar Equivalent of $1,000,000 in the Agreement for Loans bearing interest at the Eurocurrency Rate and denominated in the applicable Alternative Currencyexcess thereof. Each Committed Loan Notice shall specify (i) whether the Parent Borrower is requesting a Borrowing of Alternative Currency Loans or a continuation of Alternative Currency Term Rate Loans, (ii) the requested date of the Borrowing or continuation, as the case may be (which shall be a Business Day), (iii) the currency and principal amount of Loans to be borrowed or continued, (iv) the Type of Loans to be borrowed, (v) if applicable, the duration of the Interest Period with respect theretothereto and (vi) the name of the Borrower (which shall be the Parent Borrower or a permitted Designated Borrower). If the Parent Borrower fails to specify a currency in a Loan Notice requesting a Borrowing, then the Loans so requested shall be made in Dollars. If the Parent Borrower fails to specify a Tranche in a Loan Notice requesting a Revolving Credit Borrowing, then the Loan Notice shall be deemed to be a request for a Borrowing under the Dollar Tranche if the request is for a Borrowing in Dollars and the Alternative Currency Tranche if the request is for a Borrowing in an Alternative Currency. If the Parent Borrower fails to specify a Type of Loan in a Committed Loan Notice or if such the Parent Borrower fails to give a timely notice requesting a continuation, then the applicable Loans shall be made as Base Rate Loans denominated in Dollars; provided, however, that, that in the case of a failure to timely request a continuation of Alternative Currency Term Rate Loans, such Loans shall be continued as Alternative Currency Term Rate Loans in their original currency with an Interest Period of one (1) month. If the Parent Borrower requests a Borrowing of Alternative Currency Loans or continuation of Alternative Currency Term Rate Loans in any such Committed Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. Except as otherwise specified in the Credit Agreement, no Alternative Currency Loan may be converted into or continued as a Loan denominated in a different currencycurrency or in a different Tranche, but instead must be repaid prepaid in the original currency of such Alternative Currency Loan and reborrowed in the other currencycurrency or reborrowed in a different Tranche.

Alternative Currency Loans. Each Borrowing of Alternative Currency Loans, and each continuation of an Alternative Currency Term Rate Loan shall be made upon the Parent Borrower’s irrevocable notice to the LenderAdministrative Agent, which may be given by (A) telephone or (B) a Committed Loan Notice; provided, that, provided that any telephonic notice must be confirmed immediately by delivery to the Lender Administrative Agent of a Committed Loan Notice. Each such Committed Loan Notice must be received by the Lender Administrative Agent not later than 11:00 a.m. 12:00 noon (Eastern time) three Business Days (or five Business Days in the case of a Special Notice Currency) prior to the requested date of any such Borrowing or, in the case of Alternative Currency Term Rate Loans, any continuation; provided, however, that if the Parent Borrower wishes to request Alternative Currency Term Rate Loans having an Interest Period other than one, three or six months in duration as provided in the definition of “Interest Period,” the applicable notice must be received by the Administrative Agent not later than 12:00 noon (Eastern time) five Business Days (or six Business Days in the case of a Special Notice Currency) prior to the requested date of such Borrowing or continuation of Alternative Currency Term Rate Loans, whereupon the Administrative Agent shall give prompt notice to the Lenders of such request and determine whether the requested Interest Period is acceptable to all of them. Not later than 12:00 noon (Eastern time), four Business Days (or five Business Days in the case of a Special Notice Currency) prior to the requested date of such Borrowing or continuation of Alternative Currency Term Rate Loans, the Administrative Agent shall notify the Parent Borrower (which notice may be by telephone) whether or not the requested Interest Period has been consented to by all the Lenders. Each Borrowing of or continuation of Alternative Currency Loans shall be in a principal amount of the minimum amounts set forth Dollar Equivalent of $5,000,000 or a whole multiple of the Dollar Equivalent of $1,000,000 in the Agreement for Loans bearing interest at the Eurocurrency Rate and denominated in the applicable Alternative Currencyexcess thereof. Each Committed Loan Notice shall specify (i) whether the Parent Borrower is requesting a Borrowing or a continuation of Alternative Currency Term Rate Loans, (ii) the requested date of the Borrowing or continuation, as the case may be (which shall be a Business Day), (iii) the currency and principal amount of Loans to be borrowed or continued, (iv) the Type of Loans to be borrowed, and (v) if applicable, the duration of the Interest Period with respect thereto. If the Parent Borrower fails to specify a currency in a Loan Notice requesting a Borrowing, then the Loans so requested shall be made in Dollars. If the Parent Borrower fails to specify a Type of Loan in a Committed Loan Notice or if such the Parent Borrower fails to give a timely notice requesting a continuation, then the applicable Loans shall be made as Base Rate Loans denominated in Dollars; provided, however, that, that in the case of a failure to timely request a continuation of Alternative Currency Term Rate Loans, such Loans shall be continued as Alternative Currency Term Rate Loans in their original currency with an Interest Period of one (1) month. If the Parent Borrower requests a Borrowing of or continuation of Alternative Currency Term Rate Loans in any such Committed Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. Except as otherwise specified in the Credit Agreement, no Alternative Currency Loan may be converted into or continued as a Loan denominated in a different currency, but instead must be repaid in the original currency of such Alternative Currency Loan and reborrowed in the other currency.. Appendix A-4

Alternative Currency Loans. Each Borrowing of Alternative Currency Loans, and each continuation of an Alternative Currency Term Rate Loan shall be made upon the BorrowerCompany’s irrevocable notice to the LenderAdministrative Agent, which may be given by (A) telephone or (B) a Committed Loan Notice; provided, that, provided that any telephonic notice must be confirmed immediately by delivery to the Lender Administrative Agent of a Committed Loan Notice. Each such Committed Loan Notice must be received by the Lender Administrative Agent not later than 11:00 a.m. 12:00 noon (Eastern time) three Business Days (or five Business Days in the case of a Special Notice Currency) prior to the requested date of any Borrowing or, in the case of Alternative Currency Term Rate Loans, any continuation. Each Borrowing of or continuation of Alternative Currency Loans shall be in a principal amount of the minimum amounts set forth Dollar Equivalent of $5,000,000 or a whole multiple of the Dollar Equivalent of $1,000,000 in the Agreement for Loans bearing interest at the Eurocurrency Rate and denominated in the applicable Alternative Currencyexcess thereof. Each Committed Loan Notice shall specify (i) whether the Borrower Company is requesting a Borrowing or a continuation of Alternative Currency Term Rate Loans, (ii) the requested date of the Borrowing or continuation, as the case may be (which shall be a Business Day), (iii) the currency and principal amount of Loans to be borrowed or continued, (iv) the Type of Loans to be borrowed, (v) if applicable, the duration of the Interest Period with respect thereto, and (vi) if applicable, the Designated Borrower. If the Borrower Company fails to specify a currency in a Committed Loan Notice requesting a Borrowing, then the Loans so requested shall be made in Dollars. If the Borrower Company fails to specify a Type of Loan in a Committed Loan Notice or if such Borrower the Company fails to give a timely notice requesting a continuation, then the applicable Loans shall be made as Base Rate Loans denominated in Dollars; provided, however, that, that in the case of a failure to timely request a continuation of Alternative Currency Term Rate Loans, such Loans shall be continued as Alternative Currency Term Rate Loans in their original currency with an Interest Period of one (1) month. If the Borrower Company requests a Borrowing of or continuation of Alternative Currency Term Rate Loans in any such Committed Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. Except as otherwise specified in the Credit Agreement, no Alternative Currency Loan may be converted into or continued as a Loan denominated in a different currency, but instead must be repaid in the original currency of such Alternative Currency Loan and reborrowed in the other currency.

Alternative Currency Loans. Each Borrowing of Alternative Currency Loans, and each continuation of an Alternative Currency Term Rate Loan Loans shall be made upon the Borrower’s irrevocable notice to the LenderAdministrative Agent, which may be given by (A) telephone or (B) a Committed Loan Notice; provided, that, provided that any such telephonic notice must be confirmed immediately promptly by delivery to the Lender Administrative Agent of a written Committed Loan Notice. Each such Committed Loan Notice notice must be received by the Lender Administrative Agent not later than 11:00 a.m. (Eastern time) three Business Days (or five Business Days in the case of a Special Notice Currency) prior to the requested date of any Borrowing or, in the case of Alternative Currency Term Rate Loans, any continuationsuch Borrowing. Each Borrowing of or continuation of Alternative Currency Loans shall be in a principal amount of the minimum amounts set forth Dollar Equivalent of $5,000,000 or a whole multiple of the Dollar Equivalent of $1,000,000 in excess thereof (rounded in accordance with Section 1.07(b) of the Agreement for Loans bearing interest at the Eurocurrency Rate and denominated in the applicable Alternative CurrencyCredit Agreement). Each Committed Loan Notice for Alternative Currency Loans shall specify (i) whether that the Borrower is requesting a Borrowing or a continuation of Alternative Currency Term Rate LoansBorrowing, (ii) the requested date of the Borrowing or continuation, as the case may be (which shall be a Business Day), (iii) the currency and principal amount of Loans to be borrowed or continued, and (iv) the Type of Loans to be borrowed, (v) if applicable, the duration of the Interest Period with respect thereto. If the Borrower fails to specify a currency in a Committed Loan Notice requesting a Borrowing, then the Loans so requested shall be made in Dollars. If the Borrower fails to specify a Type of Loan in a Committed Loan Notice or if such Borrower fails to give a timely notice requesting a continuationNotice, then the applicable Loans shall be made as Base Rate Loans denominated in Dollars; provided. During the existence of an Event of Default, however, that, in the case of a failure to timely request a continuation of Alternative Currency Term Rate Loans, such Required Lenders may require that (x) no Loans shall may be continued requested as Alternative Currency Term Rate Loans in their original currency with an Interest Period and (y) any or all of one (1) month. If the Borrower requests a Borrowing of or continuation of then outstanding Alternative Currency Term Loans be redenominated into Dollars in the amount of the Dollar Equivalent thereof and converted to Base Rate Loans in any such Committed Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one monthLoans. Except as otherwise specified herein or in the Credit Agreement, no Alternative Currency Loan may be converted into or continued as a Loan denominated in a different currency, but instead must be repaid in the original currency of such Alternative Currency Loan and reborrowed in the other currency. For the avoidance of doubt, the Borrower shall not be required to deliver any notices of continuation of Alternative Currency Loans pursuant to this Agreement or Section 2.03 of the Credit Agreement.

Alternative Currency Loans. Each Borrowing of Alternative Currency Loans, and each continuation of an Alternative Currency Term Rate Loan Loan, shall be made upon the Parent Borrower’s, ACUS, MI or other applicable Tranche B Designated Subsidiary Borrower’s irrevocable notice to the LenderAdministrative Agent, which may be given by (A) telephone or (B) a Committed Loan Notice; provided, that, provided that any telephonic notice must be confirmed immediately by delivery to the Lender Administrative Agent of a Committed Loan Notice. Each such Committed Loan Notice must be received by the Lender DB1/ 123927932.7 Administrative Agent not later than 11:00 a.m. (Eastern time) three Business Days (or five Business Days in the case of a Special Notice Currency) prior to the requested date of any Borrowing or, in the case of Alternative Currency Term Rate Loans, any continuation; provided, however, that if such Borrower wishes to request Alternative Currency Term Rate Loans having an Interest Period other than one, three or six months in duration as provided in the definition of “Interest Period,” the applicable notice must be received by the Administrative Agent not later than 11:00 a.m. (Eastern time) five Business Days prior to the requested date of such Borrowing or continuation of Alternative Currency Term Rate Loans, whereupon the Administrative Agent shall give prompt notice to the Lenders of such request and determine whether the requested Interest Period is acceptable to all of them. Not later than 11:00 a.m. (Eastern time), four Business Days prior to the requested date of such Borrowing or continuation of Alternative Currency Term Rate Loans, the Administrative Agent shall notify the applicable Borrower (which notice may be by telephone) whether or not the requested Interest Period has been consented to by all the Lenders. Each Borrowing of or continuation of Alternative Currency Loans shall be in a principal amount of the minimum amounts set forth Dollar Equivalent of $5,000,000 or a whole multiple of the Dollar Equivalent of $1,000,000 in the Agreement for Loans bearing interest at the Eurocurrency Rate and denominated in the applicable Alternative Currencyexcess thereof. Each Committed Loan Notice shall specify (i) whether the applicable Borrower is requesting a Borrowing of Alternative Currency Loans or a continuation of Alternative Currency Term Rate Loans, (ii) the requested date of the Borrowing or continuation, as the case may be (which shall be a Business Day), (iii) the currency and principal amount of Loans to be borrowed or continued, (iv) the Type of Loans to be borrowed, (v) if applicable, the duration of the Interest Period with respect thereto. If the such Borrower fails to specify a currency in a Loan Notice requesting a Borrowing, then the Loans so requested shall be made in Dollars. If the applicable Borrower fails to specify a Type of Loan in a Committed Loan Notice or if such Borrower fails to give a timely notice requesting a continuationNotice, then the applicable Loans shall be made as Base Rate Loans denominated in Dollars; provided, however, that, in . If the case of applicable Borrower fails to give a failure to timely request notice requesting a continuation of Alternative Currency Term Rate Loans, such Loans shall be continued as Alternative Currency Term Rate Loans in their original currency with an Interest Period of one (1) month. If the such Borrower requests a Borrowing of or continuation of Alternative Currency Term Rate Loans in any such Committed Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. Except as otherwise specified in the Credit Agreement, no Alternative Currency Loan may be converted into or continued as a Loan denominated in a different currency, but instead must be repaid in the original currency of such Alternative Currency Loan and reborrowed in the other currency.

Alternative Currency Loans. Each Borrowing of Alternative Currency Loans, and each continuation of an Alternative Currency Term Rate Loan shall be made upon the applicable Borrower’s irrevocable notice to the LenderAdministrative Agent, which may be given by (A) telephone or (B) a Committed Loan Notice; provided, that, provided that any telephonic notice must be confirmed immediately by delivery to the Lender Administrative Agent of a Committed Loan Notice. Each such Committed Loan Notice must be received by the Lender Administrative Agent not later than 11:00 a.m. (Eastern time) three Business Days (or five Business Days in the case of a Special Notice CurrencyCurrency or a Loan bearing interest based on XXXXX) prior to the requested date of any Borrowing or, in the case of Alternative Currency Term Rate Loans, any continuation. Each Borrowing of or continuation of Alternative Currency Loans shall be in a principal amount of the minimum amounts set forth Dollar Equivalent of $3,000,000 or a whole multiple of the Dollar Equivalent of $500,000 in the Agreement for Loans bearing interest at the Eurocurrency Rate and denominated in the applicable Alternative Currencyexcess thereof. Each Committed Loan Notice shall specify (i) whether the applicable Borrower is requesting a Borrowing or a continuation of Alternative Currency Term Rate Loans, (ii) the requested date of the Borrowing or continuation, as the case may be (which shall be a Business Day), (iii) the currency and principal amount of Loans to be borrowed or continued, (iv) the Type of Loans to be borrowed, (v) if applicable, the duration of the Interest Period with respect thereto. If the applicable Borrower fails to specify a currency in a Loan Notice requesting a Borrowing, then the Loans so requested shall be made in Dollars. If the applicable Borrower fails to specify a Type of Loan in a Committed Loan Notice or if such Borrower fails to give a timely notice requesting a continuation, then the applicable Loans shall be made as Base Rate Loans denominated in Dollars; provided, however, that, that in the case of a failure to timely request a continuation of Alternative Currency Term Rate Loans, such Loans shall be continued as Alternative Currency Term Rate Loans in their original currency with an Interest Period of one (1) month. If the applicable Borrower requests a Borrowing of or continuation of Alternative Currency Term Rate Loans in any such Committed Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. Except as otherwise specified in the Credit Agreement, no Alternative Currency Loan may be converted into or continued as a Loan denominated in a different currency, but instead must be repaid in the original currency of such Alternative Currency Loan and reborrowed in the other currency.

Alternative Currency Loans. Each Borrowing of Alternative Currency Loans, and each continuation of an Alternative Currency Term Rate Loan shall be made upon the Parent Borrower’s (on its own behalf or on behalf of any Subsidiary Borrower) irrevocable notice to the LenderAdministrative Agent, which may be given by (A) telephone or (B) a Committed Loan NoticeNotice of Borrowing; provided, that, provided that any telephonic notice must be confirmed immediately by delivery to the Lender Administrative Agent of a Committed Loan NoticeNotice of Borrowing. Each such Committed Loan Notice of Borrowing must be received by the Lender Administrative Agent not later than 11:00 a.m. (Eastern time) three four Business Days (or five Business Days in the case of a Special Notice Currencyan Alternative Currency Daily Rate Loan) prior to the requested date of any Borrowing or, in the case of Alternative Currency Term Rate Loans, any continuation. Each Borrowing of or continuation of Alternative Currency Loans shall be in a principal amount of the minimum amounts set forth Dollar Equivalent of $5,000,000 or a whole multiple of the Dollar Equivalent of $1,000,000 in the Agreement for Loans bearing interest at the Eurocurrency Rate and denominated in the applicable Alternative Currencyexcess thereof. Each Committed Loan Notice of Borrowing shall specify (i) whether the Parent Borrower (on its own behalf or on behalf of any Subsidiary Borrower) is requesting a Borrowing or a continuation of Alternative Currency Term Rate Loans, (ii) the requested date of the Borrowing or continuation, as the case may be (which shall be a Business Day), (iii) the currency and principal amount of Loans to be borrowed or continued, (iv) the Type of Loans to be borrowed, and (v) if applicable, the duration of the Interest Period with respect thereto. If the Parent Borrower (on its own behalf or on behalf of any Subsidiary Borrower) fails to specify a currency in a Loan Notice of Borrowing requesting a Borrowing, then the Loans so requested shall be made deemed to be requested as Eurocurrency Rate Loans denominated in DollarsDollars under the Credit Agreement with an Interest Period of one month. If Unless such Notice of Borrowing fails to specify a currency (in which case the immediately preceding sentence shall apply), if the Parent Borrower (on its own behalf or on behalf of any Subsidiary Borrower) fails to specify a Type of Loan in a Committed Loan Notice of Borrowing with respect to any Alternative Currency Loan, or if such the Parent Borrower (on behalf of itself or any Subsidiary Borrower) fails to give a timely notice requesting a continuationcontinuation of any Alternative Currency Term Rate Loan, then the applicable Loans shall be made or continued as Base Rate Alternative Currency Loans denominated in Dollars; providedthe requested or original Alternative Currency and, however, that, in the case of a failure with respect to timely request a continuation of any Alternative Currency Term Rate LoansLoan, such Loans shall be continued as Alternative Currency Term Rate Loans in their original currency with an Interest Period of one (1) month. If the Parent Borrower (on behalf of itself or any Subsidiary Borrower) requests a Borrowing of or continuation of Alternative Currency Term Rate Loans in any such Committed Loan NoticeNotice of Borrowing, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. Except as otherwise specified in the Credit Agreement, no Alternative Currency Loan may be converted into or continued as a Loan denominated in a different currency, but instead must be repaid in the original currency of such Alternative Currency Loan and reborrowed in the other currency.

Alternative Currency Loans. Each Borrowing of Alternative Currency Loans, and each continuation of an Alternative Currency Term Rate Loan Loan, shall be made upon the Administrative Borrower’s irrevocable notice to the Lender, which may be given Administrative Agent by (A) telephone or (B) a Committed Loan Notice; provided, that, any telephonic notice must be confirmed immediately by delivery to the Lender of a Committed Loan Notice. Each such Committed Loan Notice must be received by the Lender Administrative Agent not later than 11:00 10:00 a.m. (Eastern timeLocal Time) three Business Days (or five Business Days in the case of a Special Notice Currency) prior to the requested date of any Borrowing or, in the case of Alternative Currency Term Rate Loans, any continuation; provided, however, that if the Administrative Borrower wishes to request Alternative Currency Term Rate Loans having an Interest Period other than one, three or six months in duration as provided in the definition of “Interest Period”, the applicable notice must be received by the Administrative Agent not later than 10:00 a.m. (Local Time) five Business Days prior to the requested date of such Borrowing or continuation of Alternative Currency Term Rate Loans, whereupon the Administrative Agent shall give prompt notice to the Lenders of such request and determine whether the requested Interest Period is acceptable to all of them. Not later than 10:00 a.m. (Local Time) four Business Days prior to the requested date of such Borrowing or continuation of Alternative Currency Term Rate Loans, the Administrative Agent shall notify the Administrative Borrower (which notice may be by telephone) whether or not the requested Interest Period set forth in the proviso to the preceding sentence has been consented to by all the Lenders. Each Borrowing of or continuation of Alternative Currency Loans shall be in the minimum amounts set forth a principal amount of €1,000,000 or £1,000,000, as applicable, or an increment of €100,000 or £100,000, as applicable, in the Agreement for Loans bearing interest at the Eurocurrency Rate and denominated in the applicable Alternative Currencyexcess thereof. Each Committed Loan Notice shall specify (i) whether the Administrative Borrower is requesting a Borrowing of Alternative Currency Daily Rate Loans or Alternative Currency Term Rate Loans or a continuation of Alternative Currency Term Rate Loans, (ii) the requested date of the Borrowing or continuation, as the case may be (which shall be a Business Day), (iii) the currency and principal amount of Loans to be borrowed or continued, (iv) the Type of Loans to be borrowed, borrowed and (v) if applicable, the duration of the Interest Period with respect thereto. If the Borrower fails to specify a currency in a Loan Notice requesting a Borrowing, then the Loans so requested shall be made in Dollars. If the Borrower fails to specify a Type of Loan in a Committed Loan Notice or if such Administrative Borrower fails to give a timely notice requesting a continuation, then the applicable Loans shall be made as Base Rate Loans denominated in Dollars; provided, however, that, in the case of a failure to timely request a continuation of any Alternative Currency Term Rate LoansLoan, then Borrowers shall be deemed to have elected to continue such Loans shall be continued as Alternative Currency Term Rate Loans in their original the same currency with an Interest Period of one (1) month. If the Administrative Borrower requests a Borrowing of or continuation of Alternative Currency Term Rate Loans in any such Committed Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. Except as otherwise specified in the Credit Agreement, no Alternative Currency Loan may be converted into or continued as a Loan denominated in a different currency, but instead must be repaid in the original currency of such Alternative Currency Loan and reborrowed in the other currency.

Alternative Currency Loans. Each Committed Borrowing of Alternative Currency Loans, and each continuation of an Alternative Currency Term Rate Loan shall be made upon the Parent Borrower’s irrevocable notice to the LenderAdministrative Agent, which may be given by (A) telephone or (B) a Committed Loan Notice; provided, that, provided that any telephonic notice must be confirmed immediately promptly by delivery to the Lender Administrative Agent of a Committed Loan Notice. Each such Committed Loan Notice notice must be received by the Lender Administrative Agent not later than 11:00 a.m. (Eastern time) three Business Days (or five Business Days in the case of a Special Notice Currency) prior to the requested date of any Borrowing of Alternative Currency Loans or, in the case of Alternative Currency Term Rate Loans, any continuation; provided, however, that if the Parent Borrower wishes to request Alternative Currency Term Rate Loans having an Interest Period other than one, three or six months in duration as provided in the definition of “Interest Period,” the applicable notice must be received by the Administrative Agent not later than 11:00 a.m. five Business Days prior to the requested date of such Borrowing of Alternative Currency Loans or continuation of Alternative Currency Term Rate Loans, whereupon the Administrative Agent shall give prompt notice to the Appropriate Lenders of such request and determine whether the requested Interest Period is acceptable to all of them. Not later than 11:00 a.m., four Business Days prior to the requested date of such Borrowing of Alternative Currency Loans or continuation of Alternative Currency Term Rate Loans, the Administrative Agent shall notify the Parent Borrower (which notice may be by telephone) whether or not the requested Interest Period has been consented to by all the Appropriate Lenders. Each Borrowing of or continuation of Alternative Currency Loans shall be in a principal amount of the minimum amounts set forth Dollar Equivalent of $1,000,000 or a whole multiple of the Dollar Equivalent of $100,000 in the Agreement for Loans bearing interest at the Eurocurrency Rate and denominated in the applicable Alternative Currencyexcess thereof. Each Committed Loan Notice shall specify (i) the name of the Borrower, (ii) whether the Borrower is requesting a Committed Borrowing of Alternative Currency Loans or a continuation of Alternative Currency Term Rate Loans, (iiiii) the requested date of the Borrowing or continuation, as the case may be (which shall be a Business Day), (iiiiv) the currency and principal amount of Loans to be borrowed or continued, (ivv) the Type and Class of Loans to be borrowedborrowed or continued, (vvi) if applicable, the duration of the Interest Period with respect theretothereto and (vii) the Tranche and currency of the Loans to be borrowed or continued. If the Parent Borrower fails to specify a currency in a Committed Loan Notice requesting a Borrowing, then the Loans so requested shall be made in Dollars. If the Parent Borrower requests a Revolving Loan and specifies an Alternative Currency Loan but fails to specify a Tranche in any Committed Loan Notice, then the applicable Loans shall be made as Multicurrency Revolving Tranche Loans. If the Parent Borrower fails to specify a Type of Loan in a Committed Loan Notice or if such the Parent Borrower fails to give a timely notice requesting a continuation, then the applicable Loans shall be made as Base Rate Loans denominated in Dollars; provided, however, that, that in the case of a failure to timely request a continuation of Alternative Currency Term Rate Loans, such Loans shall be continued as Alternative Currency Term Rate Loans in their original currency with an Interest Period of one (1) month. If the Parent Borrower requests a Borrowing of or continuation of Alternative Currency Term Rate Loans in any such Committed Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. Except as otherwise specified in the Credit Agreement, no Alternative Currency Loan may be converted into or continued as a Loan denominated in a different currencycurrency or in a different Tranche, but instead must be repaid in the original currency of such Alternative Currency Loan and reborrowed in the other currencycurrency or reborrowed in a different Tranche to the extent permitted under the Credit Agreement.

Alternative Currency Loans. Each Borrowing of Alternative Currency Loans, and each continuation of an Alternative Currency Term Rate Loan shall be made upon the BorrowerCompany’s irrevocable notice to the LenderAdministrative Agent, which may be given by (A) telephone or (B) a Committed Loan Notice; provided, that, provided that any telephonic notice must be confirmed immediately by delivery to the Lender Administrative Agent of a Committed Loan Notice. Each such Committed Loan Notice must be received by the Lender Administrative Agent not later than 11:00 a.m. 12:00 noon (Eastern time) three Business Days (or five Business Days in the case of a Special Notice Currency) prior to the requested date of any Borrowing or, in the case of Alternative Currency Term Rate Loans, any continuation. Each Borrowing of or continuation of Alternative Currency Loans shall be in a principal amount of the minimum amounts set forth Dollar Equivalent of $5,000,000 or a whole multiple of the Dollar Equivalent of $1,000,000 in the Agreement for Loans bearing interest at the Eurocurrency Rate and denominated in the applicable Alternative Currencyexcess thereof. Each Committed Loan Notice shall specify (i) whether the Borrower Company is requesting a Borrowing or a continuation of Alternative Currency Term Rate Loans, (ii) the requested date of the Borrowing or continuation, as the case may be (which shall be a Business Day), (iii) the currency and principal amount of Loans to be borrowed or continued, (iv) the Type of Loans to be borrowed, (v) if applicable, the duration of the Interest Period with respect thereto. If the Borrower Company fails to specify a currency in a Committed Loan Notice requesting a Borrowing, then the Loans so requested shall be made in Dollars. If the Borrower Company fails to specify a Type of Loan in a Committed Loan Notice or if such Borrower the Company fails to give a timely notice requesting a continuation, then the applicable Loans shall be made as Base Rate Loans denominated in Dollars; provided, however, that, that in the case of a failure to timely request a continuation of Alternative Currency Term Rate Loans, such Loans shall be continued as Alternative Currency Term Rate Loans in their original currency with an Interest Period of one (1) month. If the Borrower Company requests a Borrowing of or continuation of Alternative Currency Term Rate Loans in any such Committed Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. Except as otherwise specified in the Credit Agreement, no Alternative Currency Loan may be converted into or continued as a Loan denominated in a different currency, but instead must be repaid in the original currency of such Alternative Currency Loan and reborrowed in the other currency.

Alternative Currency Loans. Each Borrowing of Alternative Currency Loans, and each continuation of an Alternative Currency Term Rate Loan Loans shall be made upon the Borrower’s irrevocable notice to the LenderAdministrative Agent, which may be given by (A) telephone or (B) a Committed Loan Notice; provided, that, provided that any telephonic notice must be confirmed immediately by delivery to the Lender Administrative Agent of a Committed Loan Notice. Each such Committed Loan Notice must be received by the Lender Administrative Agent not later than 11:00 a.m. (Eastern time) three Business Days (or five Business Days in the case of a Special Notice Currency) prior to the requested date of any Borrowing or, in the case of Alternative Currency Term Rate Loans, any continuationBorrowing. Each Borrowing of or continuation of Alternative Currency Loans shall be in a principal amount of the minimum amounts set forth Dollar Amount of $5,000,000 or a whole multiple of the Dollar Amount of $1,000,000 in the Agreement for Loans bearing interest at the Eurocurrency Rate and denominated in the applicable Alternative Currencyexcess thereof. Each Committed Loan Notice shall specify (i) whether the Borrower is requesting a Borrowing or a continuation of Alternative Currency Term Rate LoansBorrowing, (ii) the requested date of the Borrowing or continuationBorrowing, as the case may be (which shall be a Business Day), (iii) the currency and principal amount of Loans to be borrowed or continued, and (iv) the Type of Loans to be borrowed, (v) if applicable, the duration of the Interest Period with respect thereto. If the Borrower fails to specify a currency in a Loan Notice requesting a Borrowing, then the Loans so requested shall be made in Dollars. If the Borrower fails to specify a Type of Loan in a Committed Loan Notice or if such Borrower fails to give a timely notice requesting a continuationNotice, then the applicable Loans shall be made as Base Rate Loans denominated in Dollars; provided, however, that, in the case of a failure to timely request a continuation of Alternative Currency Term Rate Loans, such Loans shall be continued as Alternative Currency Term Rate Loans in their original currency with an Interest Period of one (1) month. If the Borrower requests a Borrowing of or continuation of Alternative Currency Term Rate Loans in any such Committed Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. Except as otherwise specified in the Credit Agreement, no Alternative Currency Loan may be converted into or continued as a Loan denominated in a different currency, but instead must be repaid in the original currency of such Alternative Currency Loan and reborrowed in the other currency.. CHAR1\0000000x0

Alternative Currency Loans. Each Borrowing of Alternative Currency Loans, and each continuation of an Alternative Currency Term Rate Loan shall be made upon the Borrower’s irrevocable notice to the LenderAdministrative Agent, which may be given by (A) telephone or (B) a Committed Loan Notice; provided, that, provided that any telephonic notice must be confirmed immediately by delivery to the Lender Administrative Agent of a Committed Loan Notice. Each such Committed Loan Notice must be received by the Lender Administrative Agent not later than 11:00 a.m. (Eastern time) three Business Days (or five Business Days in the case of a Special Notice Currency) prior to the requested date of any Borrowing or, in the case of Alternative Currency Term Rate Loans, any continuationcontinuation thereof. Each Borrowing of or continuation of Alternative Currency Loans shall be in a principal amount of the minimum amounts set forth Dollar Equivalent of $5,000,000 or a whole multiple of the Dollar Equivalent of $500,000 in the Agreement for Loans bearing interest at the Eurocurrency Rate and denominated in the applicable Alternative Currencyexcess thereof. Each Committed Loan Notice shall specify (i) whether the Borrower is requesting a Borrowing or a continuation of Alternative Currency Term Rate Loans, (ii) the requested date of the Borrowing or continuation, as the case may be (which shall be a Business Day), (iii) the currency and principal amount of Loans to be borrowed or continued, (iv) the Type of Loans to be borrowed, (v) if applicable, the duration of the Interest Period with respect thereto. If the Borrower fails to specify a currency in a Loan Notice requesting a Borrowing, then the Loans so requested shall be made in Dollars. If the Borrower fails to specify a Type of Loan in a Committed Loan Notice or if such Borrower fails to give a timely notice requesting a continuation, then the applicable Loans shall be made as Base Rate ABR Loans denominated in Dollars; provided, however, that, that in the case of a failure to timely request a continuation of Alternative Currency Term Rate Loans, such Loans shall be continued as Alternative Currency Term Rate Loans in their original currency with an Interest Period of one (1) month. If the Borrower requests a Borrowing of or continuation of Alternative Currency Term Rate Loans in any such Committed Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. Except as otherwise specified in the Credit Agreement, no Alternative Currency Loan may be converted into or continued as a Loan denominated in a different currency, but instead must be repaid or prepaid in the original currency of such Alternative Currency Loan and reborrowed in the other currency.

Alternative Currency Loans. Each Borrowing of Alternative Currency Loans, and each continuation of an Alternative Currency Term Rate Loan shall be made upon the BorrowerCompany’s irrevocable notice to the LenderAdministrative Agent, which may be given by (A) telephone or (B) a Committed Loan Notice; provided, that, provided that any telephonic notice must be confirmed immediately by delivery to the Lender Administrative Agent of a Committed Loan Notice. Each such Committed Loan Notice must be received by the Lender Administrative Agent not later than 11:00 a.m. (Eastern time) three Business Days (or five Business Days in the case of a Special Notice Currency) prior to the requested date of any Borrowing or, in the case of Alternative Currency Term Rate Loans, any continuation. Each Borrowing of or continuation of Alternative Currency Loans shall be in a principal amount of the minimum amounts set forth Dollar Equivalent of $500,000 or a whole multiple of the Dollar Equivalent of $100,000 in the Agreement for Loans bearing interest at the Eurocurrency Rate and denominated in the applicable Alternative Currencyexcess thereof. Each Committed Loan Notice shall specify (i) whether the Borrower Company is requesting a Borrowing or a continuation of Alternative Currency Term Rate Loans, (ii) the requested date of the Borrowing or continuation, as the case may be (which shall be a Business Day), (iii) the currency and principal amount of Loans to be borrowed or continued, (iv) the Type of Loans to be borrowed, (v) if applicable, the duration of the Interest Period with respect thereto. If the Borrower Company fails to specify a currency in a Loan Notice requesting a Borrowing, then the Loans so requested shall be made in Dollars. If the Borrower Company fails to specify a Type of Loan in a Committed Loan Notice or if such Borrower the Company fails to give a timely notice requesting a continuation, then the applicable Loans shall be made as Base Rate Loans denominated in Dollars; provided, however, that, provided that in the case of a failure to timely request a continuation of Alternative Currency Term Rate Loans, such Loans shall be continued as Alternative Currency Term Rate Loans in their original currency with an Interest Period of one (1) month. If the Borrower Company requests a Borrowing of or continuation of Alternative Currency Term Rate Loans in any such Committed Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. Except as otherwise specified in the Credit Agreement, no Alternative Currency Loan may be converted into or continued as a Loan denominated in a different currency, but instead must be repaid in the original currency of such Alternative Currency Loan and reborrowed in the other currency.

Alternative Currency Loans. Each Borrowing of Alternative Currency Loans, and each continuation of an Alternative Currency Term Rate Loan shall be made upon the Parent Borrower’s (on its own behalf and on behalf of any Designated Borrower) irrevocable notice to the LenderAdministrative Agent, which may be given by (A) telephone or (B) a Committed Loan Notice; provided, that, provided that any telephonic notice must be confirmed immediately promptly by delivery to the Lender Administrative Agent of a Committed Loan Notice. Each such Committed Loan Notice must be received by the Lender Administrative Agent not later than 11:00 a.m. (Eastern time) three Business Days (or five Business Days in the case of a Special Notice Currency) prior to the requested date of any Borrowing of Alternative Currency Loans or, in the case of Alternative Currency Term Rate Loans, any continuation. Each Borrowing of or continuation of Alternative Currency Loans shall be in a principal amount of the minimum amounts set forth Dollar Equivalent of $5,000,000 or a whole multiple of the Dollar Equivalent of $1,000,000 in the Agreement for Loans bearing interest at the Eurocurrency Rate and denominated in the applicable Alternative Currencyexcess thereof. Each Committed Loan Notice shall specify (i) whether the Parent Borrower is requesting a Borrowing of Alternative Currency Loans or a continuation of Alternative Currency Term Rate Loans, (ii) the requested date of the Borrowing or continuation, as the case may be (which shall be a Business Day), (iii) the currency and principal amount of Loans to be borrowed or continued, (iv) the Type of Loans to be borrowed, (v) if applicable, the duration of the Interest Period with respect theretothereto and (vi) the name of the Borrower (which shall be the Parent Borrower or a permitted Designated Borrower). If the Parent Borrower fails to specify a currency in a Loan Notice requesting a Borrowing, then the Loans so requested shall be made in Dollars. If the Parent Borrower fails to specify a Tranche in a Loan Notice requesting a Revolving Credit Borrowing, then the Loan Notice shall be deemed to be a request for a Borrowing under the Dollar Tranche if the request is for a Borrowing in Dollars and the Alternative Currency Tranche if the request is for a Borrowing in an Alternative Currency. If the Parent Borrower fails to specify a Type of Loan in a Committed Loan Notice or if such the Parent Borrower fails to give a timely notice requesting a continuation, then the applicable Loans shall be made as Base Rate Loans denominated in Dollars; provided, however, that, that in the case of a failure to timely request a continuation of Alternative Currency Term Rate Loans, such Loans shall be continued as Alternative Currency Term Rate Loans in their original currency with an Interest Period of one (1) month. If the Parent Borrower requests a Borrowing of Alternative Currency Loans or continuation of Alternative Currency Term Rate Loans in any such Committed Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. Except as otherwise specified in the Credit Agreement, no Alternative Currency Loan may be converted into or continued as a Loan denominated in a different currencycurrency or in a different Tranche, but instead must be repaid prepaid in the original currency of such Alternative Currency Loan and reborrowed in the other currency.currency or reborrowed in a different Tranche.110

Alternative Currency Loans. Each Borrowing of Alternative Currency Loans, and each continuation of an Alternative Currency Term Rate Loan shall be made upon the BorrowerBorrowers’ Representative’s irrevocable notice to the LenderAdministrative Agent, which may be given by (A) telephone or (B) a Committed Loan Notice; provided, that, provided that any telephonic notice must be confirmed immediately by delivery to the Lender Administrative Agent of a Committed Loan Notice. Each such Committed Loan Notice must be received by the Lender Administrative Agent not later than 11:00 a.m. (Eastern time) three Business Days (or five Business Days in the case of a Special Notice Currency) prior to the requested date of any Borrowing or, in the case of Alternative Currency Term Rate Loans, any continuation. Each Borrowing of or continuation of Alternative Currency Loans shall be in a principal amount of the minimum amounts set forth Dollar Equivalent of $1,000,000 or a whole multiple of the CHAR1\1826719v3 Dollar Equivalent of $100,000 in the Agreement for Loans bearing interest at the Eurocurrency Rate and denominated in the applicable Alternative Currencyexcess thereof. Each Committed Loan Notice shall specify (i) whether the applicable Borrower is requesting a Borrowing or a continuation of Alternative Currency Term Rate Loans, (ii) the requested date of the Borrowing or continuation, as the case may be (which shall be a Business Day), (iii) the currency and principal amount of Loans to be borrowed or continued, (iv) the Type of Loans to be borrowed, (v) if applicable, the duration of the Interest Period with respect thereto. If the Borrower Borrowers’ Representative fails to specify a currency in a Loan Notice requesting a Borrowing, then the Loans so requested shall be made in Dollars. If the Borrower Borrowers’ Representative fails to specify a Type of Loan in a Committed Loan Notice or if such Borrower the Borrowers’ Representative fails to give a timely notice requesting a continuation, then the applicable Loans shall be made as Base Rate Loans denominated in Dollars; provided, however, that, that in the case of a failure to timely request a continuation of Alternative Currency Term Rate Loans, such Loans shall be continued as Alternative Currency Term Rate Loans in their original currency with an Interest Period of one (1) month. If the Borrower Borrowers’ Representative requests a Borrowing of or continuation of Alternative Currency Term Rate Loans in any such Committed Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. Except as otherwise specified in the Credit Agreement, no Alternative Currency Loan may be converted into or continued as a Loan denominated in a different currency, but instead must be repaid in the original currency of such Alternative Currency Loan and reborrowed in the other currency.

Alternative Currency Loans. Each Borrowing of Alternative Currency Loans, and each continuation of an Alternative Currency Term Rate Loan shall be made upon the BorrowerCompany’s irrevocable notice to the LenderAdministrative Agent, which may be given by (A) telephone or (B) a Committed Loan Notice; provided, that, provided that any telephonic notice must be confirmed immediately by delivery to the Lender Administrative Agent of a Committed Loan Notice. Each such Committed Loan Notice must be received by the Lender Administrative Agent not later than 11:00 a.m. (Eastern time) three Business Days (or five Business Days in the case of a Special Notice Currency) prior to the requested date of any Borrowing or, in the case of Alternative Currency Term Rate Loans, any continuation. Each Borrowing of or continuation of Alternative Currency Loans shall be in a principal amount of the minimum amounts set forth Dollar Equivalent of $5,000,000 or a whole multiple of the Dollar Equivalent of $1,000,000 in the Agreement for Loans bearing interest at the Eurocurrency Rate and denominated in the applicable Alternative Currencyexcess thereof. Each Committed Loan Notice shall specify (i) whether the Borrower Company is requesting a Borrowing or a continuation of Alternative Currency Term Rate Loans, (ii) the requested date of the Borrowing or continuation, as the case may be (which shall be a Business Day), (iii) the currency and principal amount of Loans to be borrowed or continued, (iv) the Type of Loans to be borrowed, (v) if applicable, the duration of the Interest Period with respect thereto. If the Borrower Company fails to specify a currency in a Committed Loan Notice requesting a Borrowing, then the Loans so requested shall be made in Dollars. If the Borrower Company fails to specify a Type of Loan in a Committed Loan Notice or if such Borrower the Company fails to give a timely notice requesting a continuation, then the applicable Loans shall be made as Base Rate Loans denominated in Dollars; provided, however, that, that in the case of a failure to timely request a continuation of Alternative Currency Term Rate Loans, such Loans shall be continued as Alternative Currency Term Rate Loans in their original currency with an Interest Period of one (1) month. If the Borrower Company requests a Borrowing of or continuation of Alternative Currency Term Rate Loans in any such Committed Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. Except as otherwise specified in the Credit Agreement, no Alternative Currency Loan may be converted into or continued as a Loan denominated in a different currency, but instead must be repaid in the original currency of such Alternative Currency Loan and reborrowed in the other currency.

Alternative Currency Loans. Each Borrowing of Alternative Currency Loans, and each continuation of an Alternative Currency Term Rate Loan shall be made upon the Borrower’s irrevocable notice to the LenderAdministrative Agent, which may be given by (A) telephone or (B) a Committed Loan Notice; provided, that, provided that any telephonic notice must be confirmed immediately by delivery to the Lender Administrative Agent of a Committed Loan Notice. Each such Committed Loan Notice must be received by the Lender Administrative Agent not later than 11:00 a.m. (Eastern time) three Business Days (or five Business Days in the case of a Special Notice Currency) prior to the requested date of any Borrowing or, in the case of Alternative Currency Term Rate Loans, any continuation. Each Borrowing of or continuation of Alternative Currency Loans shall be in the minimum amounts set forth in the Agreement for Loans bearing interest at the Eurocurrency Rate and denominated in the applicable Alternative Currency. Each Committed Loan Notice shall specify (i) whether the Borrower is requesting a Borrowing or a continuation of Alternative Currency Term Rate Loans, (ii) the requested date of the Borrowing or continuation, as the case may be (which shall be a Business Day), (iii) the currency and principal amount of Loans to be borrowed or continued, (iv) the Type of Loans to be borrowed, (v) if applicable, the duration of the Interest Period with respect thereto. If the Borrower fails to specify a currency in a Loan Notice requesting a Borrowing, then the Loans so requested shall be made in Dollars. If the Borrower fails to specify a Type of Loan in a Committed Loan Notice or if such Borrower fails to give a timely notice requesting a continuation, then the applicable Loans shall be made as Base Rate Loans denominated in Dollars; provided, however, that, that in the case of a failure to timely request a continuation of Alternative Currency Term Rate Loans, such Loans shall be continued as Alternative Currency Term Rate Loans in their original currency with an Interest Period of one (1) month. If the Borrower requests a Borrowing of or continuation of Alternative Currency Term Rate Loans in any such Committed Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. Except as otherwise specified in the Agreement, no Alternative Currency Loan may be converted into or continued as a Loan denominated in a different currency, but instead must be repaid in the original currency of such Alternative Currency Loan and reborrowed in the other currency.