Common use of Borrower’s Failure to Notify Clause in Contracts

Borrower’s Failure to Notify. If the Company fails to give notice of the reborrowing of any outstanding principal amount of a Borrowing by any Borrower of Committed Revolving Loans or Term Loans denominated in U.S. Dollars before the last day of its Interest Period within the period required by Section 2.2(a) and has not notified the Administrative Agent by 10:00 a.m. (Chicago time) on such last day of the Interest Period that the Company or such Borrower intends to repay such Borrowing through funds not borrowed hereunder, such Borrowing shall automatically be repaid through a Borrowing by the same Borrower of Committed Domestic Rate Loans, subject to Section 11.2 hereof. If the Company fails to give notice pursuant to Section 2.2(a) above of the reborrowing of the outstanding principal amount of a Borrowing by any Borrower of Eurocurrency Loans denominated in an Alternative Currency before the last day of its Interest Period within the period required by Section 2.2(a) and has not notified the Administrative Agent within the period required by 10:00 a.m. (Chicago time) on the Business Day four (4) Business Days prior to the day such Borrowing matures that the Company or such Borrower intends to repay such Borrowing through funds not borrowed hereunder, such Borrowing shall automatically be repaid through a Borrowing by the same Borrower of Committed Eurocurrency Loans in the same Alternative Currency with an Interest Period of one month, subject to Section 11.2 hereof, including the application of Section 5.2 and of the restrictions contained in the definition of Interest Period. In the event the Company fails to give notice pursuant to Section 2.2(a) above of a Borrowing equal to the amount of a Reimbursement Obligation of any Borrower payable in U.S. Dollars and has not notified the Administrative Agent by 10:00 a.m. (Chicago time) on the day such Reimbursement Obligation becomes due that it intends to repay such Reimbursement Obligation through funds not borrowed under this Agreement, the Company shall be deemed to have requested a Borrowing by the Company of Domestic Rate Loans on such day in the amount of the Reimbursement Obligation then due, subject to Section 11 hereof, which Borrowing shall be applied to pay the Reimbursement Obligation then due.

Borrower’s Failure to Notify. If the Company Borrower fails to give notice pursuant to Section 2.3(a) of (i) the reborrowing continuation or conversion of any outstanding principal amount of a Borrowing by any Borrower of Committed Eurocurrency Loans, or (ii) a Borrowing of Revolving Loans or Term Loans denominated in U.S. Dollars before the last day of its Interest Period within the period required by Section 2.2(a) to pay outstanding Reimbursement Obligations, and has not notified the Administrative Agent by 10:00 a.m. (Chicago timeA) on such 12:00 P.M. at least three (3) Business Days before the last day of the Interest Period that the Company or such Borrower intends to repay such for any Borrowing through funds not borrowed hereunder, such Borrowing shall automatically be repaid through a Borrowing by the same Borrower of Committed Domestic Rate Loans, subject to Section 11.2 hereof. If the Company fails to give notice pursuant to Section 2.2(a) above of the reborrowing of the outstanding principal amount of a Borrowing by any Borrower of Eurocurrency Loans denominated funded in an Alternative Currency before the last day of its Interest Period within the period required by Section 2.2(aU.S. Dollars, (B) and has not notified the Administrative Agent within the period required by 10:00 a.m. (Chicago time) on the Business Day 12:00 P.M. at least four (4) Business Days prior before the last day of the Interest Period for any Borrowing of Eurocurrency Loans funded in Euros, Pounds or Canadian Dollars (with a copy of any such notice to be sent simultaneously to the Sub-Agent), (C) 4:00 P.M. (London time) at least four (4) Business Days before the last day of the Interest Period for any Borrowing of Eurocurrency Loans funded in any Specified Currency (with a copy of any such notice to be sent simultaneously to the Sub-Agent), or (D) the day such Borrowing matures Reimbursement Obligation becomes due, as the case may be, that the Company or such Borrower it intends to repay such Borrowing through funds not borrowed hereunderor Reimbursement Obligation, the Borrower shall be deemed to have requested, as applicable, (x) the continuation of such Borrowing shall automatically be repaid through as a Borrowing by the same Borrower of Committed Eurocurrency Loans in the same Alternative Currency Loan with an Interest Period of one month, subject to Section 11.2 hereof, including (1) month or (y) the application of Section 5.2 and of the restrictions contained in the definition of Interest Period. In the event the Company fails to give notice pursuant to Section 2.2(a) above advance of a new Borrowing equal to of Base Rate Loans (after converting, if necessary, the amount of a Reimbursement Obligation of any Borrower payable into Dollars using the applicable Exchange Rate in U.S. Dollars and has not notified the Administrative Agent by 10:00 a.m. (Chicago timeeffect on such date) on the day such Reimbursement Obligation becomes due that it intends to repay such Reimbursement Obligation through funds not borrowed under this Agreement, the Company shall be deemed to have requested a Borrowing by the Company of Domestic Rate Loans on such day in the amount of the Reimbursement Obligation then due, subject to Section 11 hereof, which Borrowing pursuant to this clause (y) shall be deemed to have been funded on such date by the Lenders in accordance with Section 2.3(a) and to have been applied on such day to pay the Reimbursement Obligation then due, or to repay the Lenders that funded their participation in such Reimbursement Obligation, as applicable, in each case so long as no Event of Default shall have occurred and be continuing or would occur as a result of such Borrowing but otherwise disregarding the conditions to Borrowings set forth in Section 4.2. Upon the occurrence and during the continuance of any Event of Default, and upon notice thereof from the Administrative Agent to the Borrower (i) each Eurocurrency Loan will automatically, on the last day of the then existing Interest Period therefor, convert into a Base Rate Loan, and (ii) the obligation of the Lenders to convert Loans into Eurocurrency Loans shall be suspended.

Borrower’s Failure to Notify. If the Company fails to give notice of the reborrowing of any outstanding principal amount of a Borrowing by any Borrower of Committed Revolving Loans or Term Loans denominated in U.S. Dollars before the last day of its Interest Period within the period required by Section 2.2(a) and has not notified the Administrative Agent by 10:00 a.m. (Chicago time) on such last day of the Interest Period that the Company or such Borrower intends to repay such Borrowing through funds not borrowed hereunder, such Borrowing shall automatically be repaid through a Borrowing by the same Borrower of Committed Domestic Rate Loans, subject to Section 11.2 hereof. If the Company fails to give notice pursuant to Section 2.2(a2.3(a) above or Section 2.3(b), as the case may be, of (i) the reborrowing continuation or conversion of the any outstanding principal amount of any outstanding Borrowing of Eurocurrency Loans, or (ii) a Borrowing of Loans to pay outstanding Reimbursement Obligations, and has not notified (A) the Administrative Agent by 12:00 P.M. New York time at least three (3) Business Days before the last day of the Interest Period for any Borrower outstanding Borrowing of Eurocurrency Loans denominated in an Alternative Currency before U.S. Dollars, (B) the last day of its Interest Period within the period required Sub-Agent by Section 2.2(a) and has not notified the Administrative Agent within the period required by 10:00 a.m. (Chicago time) on the Business Day 12:00 P.M. London time at least four (4) Business Days prior before the last day of the Interest Period for any Borrowing of Eurocurrency Loans denominated in any Alternative Currency (with a copy of any such notice to be sent simultaneously to the Administrative Agent), or (C) the Administrative Agent, the Sub-Agent (if such Reimbursement Obligations are denominated in an Alternative Currency), and the applicable Issuing Bank the day such Borrowing matures Reimbursement Obligations become due, as the case may be, that the Company or such Borrower it intends to repay such outstanding Borrowing through funds not borrowed hereunderor Reimbursement Obligations, the Borrower shall be deemed to have requested, as applicable, (x) the continuation of such Borrowing shall automatically be repaid through as a Borrowing by the same Borrower of Committed Eurocurrency Loans Loan in the same Alternative Currency currency with an Interest Period of one month, subject to Section 11.2 hereof, including (1) month or (y) the application of Section 5.2 and of the restrictions contained in the definition of Interest Period. In the event the Company fails to give notice pursuant to Section 2.2(a) above advance of a new Borrowing equal to the amount of a Reimbursement Obligation of any Borrower payable in U.S. Dollars and has not notified the Administrative Agent by 10:00 a.m. Base Rate Loans (Chicago time) on the day such Reimbursement Obligation becomes due that it intends to repay such Reimbursement Obligation through funds not borrowed under this Agreementafter converting, if necessary, the Company shall be deemed to have requested a Borrowing by Reimbursement Obligations into Dollars using the Company of Domestic applicable Exchange Rate Loans in effect on such date) on such day in the amount of the Reimbursement Obligation Obligations then due, subject to Section 11 hereof, which Borrowing pursuant to this clause (y) shall be deemed to have been funded on such date by the Lenders in accordance with Section 2.3(a) and to have been applied on such day to pay the Reimbursement Obligation Obligations then due, or to repay the Lenders that funded their participations in such Reimbursement Obligations, as applicable, in each case so long as no Event of Default shall have occurred and be continuing or would occur as a result of such Borrowing but otherwise disregarding the conditions to Borrowings set forth in Section 4.2. Upon the occurrence and during the continuance of any Event of Default, and upon notice thereof from the Administrative Agent to the Borrower (i) each Eurocurrency Loan will automatically, on the last day of the then existing Interest Period therefor, convert into a Base Rate Loan, and (ii) the obligation of the Lenders to continue Eurocurrency Loans or convert Base Rate Loans into Eurocurrency Loans shall be suspended.

Borrower’s Failure to Notify. If the Company Borrower fails to give notice pursuant to Section 2.3(a) or (b) of (i) the reborrowing continuation or conversion of any outstanding principal amount of a Borrowing by any Borrower of Committed Term Benchmark Loans or (ii) a Borrowing of Revolving Loans or Term Loans denominated in U.S. Dollars before the last day of its Interest Period within the period required by Section 2.2(a) to pay outstanding Reimbursement Obligations, and has not notified the Administrative Agent by 10:00 a.m. (Chicago A) 12:00 p.m. (London time) on such at least three (3) Business Days before the last day of the Interest Period for any Borrowing of Term Benchmark Loans or (B) the day such Reimbursement Obligation becomes due, as the case may be, that the Company or such Borrower it intends to repay such Borrowing through funds not borrowed hereunderor Reimbursement Obligation, the Borrower shall be deemed to have requested for the Borrower, as applicable, (x) the continuation of such Borrowing shall automatically be repaid through as a Term Benchmark Borrowing by the same Borrower of Committed Domestic Rate Loans, subject to Section 11.2 hereof. If the Company fails to give notice pursuant to Section 2.2(a) above of the reborrowing of the outstanding principal amount of a Borrowing by any Borrower of Eurocurrency Loans denominated in an Alternative Currency before the last day of its Interest Period within the period required by Section 2.2(a) and has not notified the Administrative Agent within the period required by 10:00 a.m. (Chicago time) on the Business Day four (4) Business Days prior to the day such Borrowing matures that the Company or such Borrower intends to repay such Borrowing through funds not borrowed hereunder, such Borrowing shall automatically be repaid through a Borrowing by the same Borrower of Committed Eurocurrency Loans in the same Alternative Currency with an Interest Period of one month, subject to Section 11.2 hereof, including (1) month or (y) the application of Section 5.2 and of the restrictions contained in the definition of Interest Period. In the event the Company fails to give notice pursuant to Section 2.2(a) above advance of a new Borrowing equal to of RFR Loans (after converting, if necessary, the amount of a Reimbursement Obligation of any Borrower payable into Dollars using the applicable Exchange Rate in U.S. Dollars and has not notified the Administrative Agent by 10:00 a.m. (Chicago timeeffect on such date) on the day such Reimbursement Obligation becomes due that it intends to repay such Reimbursement Obligation through funds not borrowed under this Agreement, the Company shall be deemed to have requested a Borrowing by the Company of Domestic Rate Loans on such day in the amount of the Reimbursement Obligation then due, subject to Section 11 hereof, which Borrowing pursuant to this clause (y) shall be deemed to have been funded on such date by the Lenders in accordance with Section 2.3(a) and to have been applied on such day to pay the Reimbursement Obligation then due, in each case so long as no Event of Default shall have occurred and be continuing or would occur as a result of such Borrowing but otherwise disregarding the conditions to Borrowings set forth in Section 4.2. If so directed by the Required Lenders, upon the occurrence and during the continuance of any Event of Default, and upon notice thereof from the Administrative Agent to the Borrower, each Term Benchmark Loan will automatically, on the last day of the then existing Interest Period therefor, convert into a RFR Loan.

Borrower’s Failure to Notify. If the Company Borrower fails to give notice ---------------------------- pursuant to this Section 2.4 of (i) the reborrowing continuation or conversion of any outstanding principal amount of a Borrowing by any Borrower of Committed Eurocurrency Loans, or (ii) a Borrowing of Revolving Loans or Term Loans denominated in U.S. Dollars before the last day of its Interest Period within the period required by Section 2.2(a) to pay outstanding Reimbursement Obligations, and has not notified the Administrative Agent by 10:00 a.m. 12:00 p.m. at least three (Chicago time3) on such Business Days before the last day of the Interest Period for any Borrowing of Eurocurrency Loans, or by the day such Reimbursement Obligation becomes due, as the case may be, that the Company or such Borrower it intends to repay such Borrowing through funds not borrowed hereunderor Reimbursement Obligation, the Borrower shall be deemed to have requested, as applicable, (x) the continuation of such Borrowing shall automatically be repaid through as a Borrowing by the same Borrower of Committed Domestic Rate Loans, subject to Section 11.2 hereof. If the Company fails to give notice pursuant to Section 2.2(a) above of the reborrowing of the outstanding principal amount of a Borrowing by any Borrower of Eurocurrency Loans denominated in an Alternative Currency before the last day of its Interest Period within the period required by Section 2.2(a) and has not notified the Administrative Agent within the period required by 10:00 a.m. (Chicago time) on the Business Day four (4) Business Days prior to the day such Borrowing matures that the Company or such Borrower intends to repay such Borrowing through funds not borrowed hereunder, such Borrowing shall automatically be repaid through a Borrowing by the same Borrower of Committed Eurocurrency Loans in the same Alternative Currency Loan with an Interest Period of one month, subject to Section 11.2 hereof, including (1) month or (y) the application of Section 5.2 and of the restrictions contained in the definition of Interest Period. In the event the Company fails to give notice pursuant to Section 2.2(a) above advance of a new Borrowing equal to the amount of a Reimbursement Obligation of any Borrower payable in U.S. Dollars and has not notified the Administrative Agent by 10:00 a.m. (Chicago time) on the day such Reimbursement Obligation becomes due that it intends to repay such Reimbursement Obligation through funds not borrowed under this Agreement, the Company shall be deemed to have requested a Borrowing by the Company of Domestic Base Rate Loans on such day in the amount of the Reimbursement Obligation then due, subject to Section 11 hereof, which Borrowing pursuant to this clause (y) shall be deemed to have been funded on such date by the Lenders in accordance with this Section 2.4 and to have been applied on such day to pay the Reimbursement Obligation then due, in each case so long as no Event of Default shall have occurred and be continuing or would occur as a result of such Borrowing but otherwise disregarding the conditions to Borrowings set forth in Section 4.

Borrower’s Failure to Notify. If the Company fails to give notice of the reborrowing of any outstanding principal amount of a Borrowing by any Borrower of Committed Revolving Loans or Term Loans denominated in U.S. Dollars before the last day of its Interest Period within the period required by Section 2.2(a) and has not notified the Administrative Agent by 10:00 a.m. (Chicago time) on such last day of the Interest Period that the Company or such Borrower intends to repay such Borrowing through funds not borrowed hereunder, such Borrowing shall automatically be repaid through a Borrowing by the same Borrower of Committed Domestic Rate Loans, subject to Section 11.2 hereof. If the Company fails to give notice pursuant to Section 2.2(a2.3(a) above or Section 2.3(b), as the case may be, of (i) the reborrowing continuation or conversion of the any outstanding principal amount of any outstanding Borrowing of Eurocurrency Loans, or (ii) a Borrowing of Loans to pay outstanding Reimbursement Obligations, and has not notified (A) the Administrative Agent by any Borrower of Eurocurrency Loans denominated in an Alternative Currency 12:00 P.M. New York time at least three (3) Business Days before the last day of its the Interest Period within the period required by Section 2.2(afor any outstanding Borrowing of Eurocurrency Loans, or (B) and has not notified the Administrative Agent within and, if applicable, the period required Sub-Agent (if such Reimbursement Obligations are denominated in an Alternative Currency) and the applicable Issuing Bank by 10:00 a.m. (Chicago time) 12:00 P.M. New York time on the Business Day four (4) Business Days prior to the day such Borrowing matures Reimbursement Obligations become due, as the case may be, that the Company or such Borrower it intends to repay such outstanding Borrowing through funds not borrowed hereunderor Reimbursement Obligations, the Borrower shall be deemed to have requested, as applicable, (x) the continuation of such Borrowing shall automatically be repaid through as a Borrowing by the same Borrower of Committed Eurocurrency Loans in the same Alternative Currency Loan with an Interest Period of one month, subject to Section 11.2 hereof, including (1) month or (y) the application of Section 5.2 and of the restrictions contained in the definition of Interest Period. In the event the Company fails to give notice pursuant to Section 2.2(a) above advance of a new Borrowing equal to the amount of a Reimbursement Obligation of any Borrower payable in U.S. Dollars and has not notified the Administrative Agent by 10:00 a.m. Base Rate Loans (Chicago time) on the day such Reimbursement Obligation becomes due that it intends to repay such Reimbursement Obligation through funds not borrowed under this Agreementafter converting, if necessary, the Company shall be deemed to have requested a Borrowing by Reimbursement Obligations into Dollars using the Company of Domestic applicable Exchange Rate Loans in effect on such date) on such day in the amount of the Reimbursement Obligation Obligations then due, subject to Section 11 hereof, which Borrowing pursuant to this clause (y) shall be deemed to have been funded on such date by the Lenders in accordance with Section 2.3(a) and to have been applied on such day to pay the Reimbursement Obligation Obligations then due, or to repay the Lenders that funded their participations in such Reimbursement Obligations, as applicable, in each case so long as no Event of Default shall have occurred and be continuing or would occur as a result of such Borrowing but otherwise disregarding the conditions to Borrowings set forth in Section 4.2. Upon the occurrence and during the continuance of any Event of Default, and upon notice thereof from the Administrative Agent to the Borrower (i) each Eurocurrency Loan will automatically, on the last day of the then existing Interest Period therefor, convert into a Base Rate Loan, and (ii) the obligation of the Lenders to continue Eurocurrency Loans or convert Base Rate Loans into Eurocurrency Loans shall be suspended.

Borrower’s Failure to Notify. If the Company Borrower fails to give notice pursuant to Section 2.4(a) of (i) the reborrowing continuation or conversion of any outstanding principal amount of a Borrowing by any Borrower way of Committed Revolving Eurodollar Loans or Term of (ii) a Borrowing by way of Loans denominated in U.S. Dollars before the last day of its Interest Period within the period required by Section 2.2(a) to pay outstanding Reimbursement Obligations, and has not notified the Administrative Agent by 10:00 a.m. 12:00 noon at least three (Chicago time3) on such Business Days before the last day of the Interest Period that the Company for any Borrowing of Eurodollar Loans or such Borrower intends to repay such Borrowing through funds not borrowed hereunder, such Borrowing shall automatically be repaid through a Borrowing by the same Borrower of Committed Domestic Rate Loans, subject to Section 11.2 hereof. If the Company fails to give notice pursuant to Section 2.2(a) above of the reborrowing of the outstanding principal amount of a Borrowing by any Borrower of Eurocurrency Loans denominated in an Alternative Currency before the last day of its Interest Period within the period required by Section 2.2(a) and has not notified the Administrative Agent within the period required by 10:00 a.m. (Chicago time) on the Business Day four (4) Business Days prior to the day such Borrowing matures that the Company or such Borrower intends to repay such Borrowing through funds not borrowed hereunder, such Borrowing shall automatically be repaid through a Borrowing by the same Borrower of Committed Eurocurrency Loans in the same Alternative Currency with an Interest Period of one month, subject to Section 11.2 hereof, including the application of Section 5.2 and of the restrictions contained in the definition of Interest Period. In the event the Company fails to give notice pursuant to Section 2.2(a) above of a Borrowing equal to the amount of a Reimbursement Obligation of any Borrower payable in U.S. Dollars and has not notified the Administrative Agent by 10:00 a.m. (Chicago time) on the day such Reimbursement Obligation becomes due due, that it intends to repay such Borrowing or such Reimbursement Obligation through with funds not borrowed under this Agreementhereunder, the Company Borrower shall be deemed to have requested requested, as applicable, (x) the continuation of such Borrowing as a Base Rate Loan or (y) the advance of a new Borrowing by the Company of Domestic Base Rate Loans under the Revolving Credit on such day in the amount of the Reimbursement Obligation then due, subject to Section 11 hereof, which Borrowing pursuant to this subclause (y) shall be deemed to have been funded on such date by the Lenders in accordance with Section 2.1(a) and to have been applied on such day to pay the Reimbursement Obligation then due, in each case so long as no Default or Event of Default shall have occurred and be continuing or would occur as a result of such Borrowing but otherwise disregarding the conditions to Borrowings set forth in Section 4.2. Upon the occurrence and during the continuance of any Default or Event of Default, (i) each Eurodollar Loan will automatically, on the last day of the then existing Interest Period therefor, convert into a Base Rate Loan and (ii) the obligation of the Lenders to make, continue or convert Loans into, Eurodollar Loans shall be suspended.

Borrower’s Failure to Notify. If the Company fails to give notice of the reborrowing of any outstanding principal amount of a Borrowing by any Borrower of Committed Revolving Loans or Term Loans denominated in U.S. Dollars before the last day of its Interest Period within the period required by Section 2.2(a) and has not notified the Administrative Agent by 10:00 a.m. (Chicago time) on such last day of the Interest Period that the Company or such Borrower intends to repay such Borrowing through funds not borrowed hereunder, such Borrowing shall automatically be repaid through a Borrowing by the same Borrower of Committed Domestic Rate Loans, subject to Section 11.2 hereof. If the Company fails to give notice pursuant to Section 2.2(a2.3(a) above or Section 2.3(b), as the case may be, of (i) the reborrowing continuation or conversion of the any outstanding principal amount of any outstanding Borrowing of EurocurrencySOFR Loans, or (ii) a Borrowing of Loans to pay outstanding Reimbursement Obligations, and has not notified (A) the Administrative Agent by any Borrower of Eurocurrency Loans denominated in an Alternative Currency 12:00 P.M. New York time at least three (3) Business Days before the last day of its the Interest Period within the period required by Section 2.2(afor any outstanding Borrowing of EurocurrencySOFR Loans, or (B) and has not notified the Administrative Agent within and, if applicable, the period required Sub-Agent (if such Reimbursement Obligations are denominated in an Alternative Currency) and the applicable Issuing Bank by 10:00 a.m. (Chicago time) 12:00 P.M. New York time on the Business Day four (4) Business Days prior to the day such Borrowing matures Reimbursement Obligations become due, as the case may be, that the Company or such Borrower it intends to repay such outstanding Borrowing through funds not borrowed hereunderor Reimbursement Obligations, the Borrower shall be deemed to have requested, as applicable, (x) the continuation of such Borrowing shall automatically be repaid through as a Borrowing by the same Borrower of Committed Eurocurrency Loans in the same Alternative Currency EurocurrencySOFR Loan with an Interest Period of one month, subject to Section 11.2 hereof, including (1) month or (y) the application of Section 5.2 and of the restrictions contained in the definition of Interest Period. In the event the Company fails to give notice pursuant to Section 2.2(a) above advance of a new Borrowing equal to the amount of a Reimbursement Obligation of any Borrower payable in U.S. Dollars and has not notified the Administrative Agent by 10:00 a.m. Base Rate Loans (Chicago time) on the day such Reimbursement Obligation becomes due that it intends to repay such Reimbursement Obligation through funds not borrowed under this Agreementafter converting, if necessary, the Company shall be deemed to have requested a Borrowing by Reimbursement Obligations into ​ ‌ ​ ‌ ​ ​ Dollars using the Company of Domestic applicable Exchange Rate Loans in effect on such date) on such day in the amount of the Reimbursement Obligation Obligations then due, subject to Section 11 hereof, which Borrowing pursuant to this clause (y) shall be deemed to have been funded on such date by the Lenders in accordance with Section 2.3(a) and to have been applied on such day to pay the Reimbursement Obligation Obligations then due, or to repay the Lenders that funded their participations in such Reimbursement Obligations, as applicable, in each case so long as no Event of Default shall have occurred and be continuing or would occur as a result of such Borrowing but otherwise disregarding the conditions to Borrowings set forth in Section 4.2. Upon the occurrence and during the continuance of any Event of Default, and upon notice thereof from the Administrative Agent to the Borrower (i) each EurocurrencySOFR Loan will automatically, on the last day of the then existing Interest Period therefor, convert into a Base Rate Loan, and (ii) the obligation of the Lenders to continue EurocurrencySOFR Loans or convert Base Rate Loans into EurocurrencySOFR Loans shall be suspended.

Borrower’s Failure to Notify. If the Company Borrower fails to give notice pursuant to Section 2.3(a) or (b) of (i) the reborrowing continuation or conversion of any outstanding principal amount of a Borrowing by any Borrower of Committed Eurocurrency Loans, or (ii) a Borrowing of Revolving Loans or Term Loans denominated in U.S. Dollars before the last day of its Interest Period within the period required by Section 2.2(a) to pay outstanding Reimbursement Obligations, and has not notified the Administrative Agent by 10:00 a.m. (Chicago timeA) on such 12:00 noon at least three (3) Business Days before the last day of the Interest Period for any Borrowing of Eurocurrency Loans or (B) the day such Reimbursement Obligation becomes due, as the case may be, that the Company or such Borrower it intends to repay such Borrowing through funds not borrowed hereunderor Reimbursement Obligation, the Borrower shall be deemed to have requested, as applicable, (x) the continuation of such Borrowing shall automatically be repaid through as a Borrowing by the same Borrower of Committed Domestic Rate Loans, subject to Section 11.2 hereof. If the Company fails to give notice pursuant to Section 2.2(a) above of the reborrowing of the outstanding principal amount of a Borrowing by any Borrower of Eurocurrency Loans denominated in an Alternative Currency before the last day of its Interest Period within the period required by Section 2.2(a) and has not notified the Administrative Agent within the period required by 10:00 a.m. (Chicago time) on the Business Day four (4) Business Days prior to the day such Borrowing matures that the Company or such Borrower intends to repay such Borrowing through funds not borrowed hereunder, such Borrowing shall automatically be repaid through a Borrowing by the same Borrower of Committed Eurocurrency Loans in the same Alternative Currency Loan with an Interest Period of one month, subject to Section 11.2 hereof, including (1) month or (y) the application of Section 5.2 and of the restrictions contained in the definition of Interest Period. In the event the Company fails to give notice pursuant to Section 2.2(a) above advance of a new Borrowing equal to the amount of a Reimbursement Obligation of any Borrower payable in U.S. Dollars and has not notified the Administrative Agent by 10:00 a.m. (Chicago time) on the day such Reimbursement Obligation becomes due that it intends to repay such Reimbursement Obligation through funds not borrowed under this Agreement, the Company shall be deemed to have requested a Borrowing by the Company of Domestic Base Rate Loans on such day in the amount of the Reimbursement Obligation then due, subject to Section 11 hereof, which Borrowing pursuant to this clause (y) shall be deemed to have been funded on such date by the Lenders in accordance with Section 2.3(a) and to have been applied on such day to pay the Reimbursement Obligation then due, in each case so long as no Event of Default shall have occurred and be continuing or would occur as a result of such Borrowing but otherwise disregarding the conditions to Borrowings set forth in Section 4.2. Upon the occurrence and during the continuance of any Event of Default, and upon notice thereof from the Administrative Agent to the Borrower (i) each Eurocurrency Loan will automatically, on the last day of the then existing Interest Period therefor, convert into a Base Rate Loan, and (ii) the obligation of the Lenders to make, continue or convert Loans into Eurocurrency Loans shall be suspended.

Borrower’s Failure to Notify. If the Company Borrower fails to give notice pursuant to Section 2.4(a) of (i) the reborrowing continuation or conversion of any outstanding principal amount of a Borrowing by any Borrower way of Committed Revolving Eurodollar Loans or Term of (ii) a Borrowing by way of Loans denominated in U.S. Dollars before the last day of its Interest Period within the period required by Section 2.2(a) to pay outstanding Reimbursement Obligations, and has not notified the Administrative Agent by 10:00 a.m. 12:00 noon at least three (Chicago time3) on such Business Days before the last day of the Interest Period that the Company for any Borrowing of Eurodollar Loans or such Borrower intends to repay such Borrowing through funds not borrowed hereunder, such Borrowing shall automatically be repaid through a Borrowing by the same Borrower of Committed Domestic Rate Loans, subject to Section 11.2 hereof. If the Company fails to give notice pursuant to Section 2.2(a) above of the reborrowing of the outstanding principal amount of a Borrowing by any Borrower of Eurocurrency Loans denominated in an Alternative Currency before the last day of its Interest Period within the period required by Section 2.2(a) and has not notified the Administrative Agent within the period required by 10:00 a.m. (Chicago time) on the Business Day four (4) Business Days prior to the day such Borrowing matures that the Company or such Borrower intends to repay such Borrowing through funds not borrowed hereunder, such Borrowing shall automatically be repaid through a Borrowing by the same Borrower of Committed Eurocurrency Loans in the same Alternative Currency with an Interest Period of one month, subject to Section 11.2 hereof, including the application of Section 5.2 and of the restrictions contained in the definition of Interest Period. In the event the Company fails to give notice pursuant to Section 2.2(a) above of a Borrowing equal to the amount of a Reimbursement Obligation of any Borrower payable in U.S. Dollars and has not notified the Administrative Agent by 10:00 a.m. (Chicago time) on the day such Reimbursement Obligation becomes due due, that it intends to repay such Borrowing or such Reimbursement Obligation through with funds not borrowed under this Agreementhereunder, the Company Borrower shall be deemed to have requested requested, as applicable, (x) the continuation of such Borrowing as a Base Rate Loan or (y) the advance of a new Borrowing by the Company of Domestic Base Rate Loans under the Revolving Credit on such day in the amount of the Reimbursement Obligation then due, subject to Section 11 hereof, which Borrowing pursuant to this sub-clause (y) shall be deemed to have been funded on such date by the Lenders in accordance with Section 2.1(a) and to have been applied on such day to pay the Reimbursement Obligation then due, in each case so long as no Default or Event of Default shall have occurred and be continuing or would occur as a result of such Borrowing but otherwise disregarding the conditions to Borrowings set forth in Section 4.2. Upon the occurrence and during the continuance of any Default or Event of Default, (i) each Eurodollar Loan will automatically, on the last day of the then existing Interest Period therefor, convert into a Base Rate Loan and (ii) the obligation of the Lenders to make, continue or convert Loans into, Eurodollar Loans shall be suspended.

Borrower’s Failure to Notify. If In the Company event a Borrower fails to give notice pursuant to Section 2.3(a) above of the reborrowing of any outstanding the principal amount of a any maturing Borrowing by any Borrower of Committed Revolving Loans or Term Loans denominated in U.S. Dollars before the last day of its Interest Period within the period required by Section 2.2(a) and has not notified the Administrative Agent by (i) 10:00 a.m. (Chicago time) on such last the day of the Interest Period that the Company or such Borrower intends to repay such Borrowing through funds not borrowed hereundermatures, if such Borrowing shall automatically be repaid through a Borrowing by the same Borrower was comprised of Committed Domestic Rate Loans, subject to Section 11.2 hereof. If the Company fails to give notice pursuant to Section 2.2(a) above of the reborrowing of the outstanding principal amount of a Borrowing by any Borrower of Adjusted CD Rate Loans or Eurocurrency Loans denominated in an Alternative Currency before the last day of its Interest Period within the period required by Section 2.2(a) U.S. Dollars and has not notified the Administrative Agent within the period required by 10:00 a.m. (Chicago time) on the Business Day four (4) Business Days prior to the day such Borrowing matures if such Borrowing was comprised of Eurocurrency Loans denominated in an Alternative Currency that the Company or such Borrower it intends to repay such Borrowing, then (i) if such Borrowing through funds not borrowed hereunderwas denominated in U.S. Dollars such Borrower shall be deemed to have requested a Borrowing of Domestic Rate Loans on such day in the amount of the maturing Borrowing of Committed Loans and (ii) if such Borrowing was denominated in an Alternative Currency, such Borrowing Borrower shall automatically be repaid through deemed to have requested a Borrowing by the same Borrower of Committed Eurocurrency Loans in the same such Alternative Currency with an Interest Period of one month, all subject to Section 11.2 9.2 hereof, including the application of Section 5.2 and of the restrictions contained in the definition of Interest Period. In the event the Company Borrower fails to give notice pursuant to Section 2.2(a2.3(a) above of a Borrowing equal to the amount of a Reimbursement Obligation of any Borrower payable in U.S. Dollars and has not notified the Administrative Agent by 10:00 a.m. (Chicago time) on the day such Reimbursement Obligation becomes due that it intends to repay such Reimbursement Obligation through funds not borrowed under this Agreement, the Company Borrower shall be deemed to have requested a Borrowing by the Company of Domestic Rate Loans on such day in the amount of the Reimbursement Obligation then due, subject to Section 11 9 hereof, which Borrowing shall be applied to pay the Reimbursement Obligation then due.

Borrower’s Failure to Notify. If the Company fails to give notice of the reborrowing of any outstanding principal amount of a Borrowing by any Borrower of Committed Revolving Loans or Term Loans denominated in U.S. Dollars before the last day of its Interest Period within the period required by Section 2.2(a) and has not notified the Administrative Agent by 10:00 a.m. (Chicago time) on such last day of the Interest Period that the Company or such Borrower intends to repay such Borrowing through funds not borrowed hereunder, such Borrowing shall automatically be repaid through a Borrowing by the same Borrower of Committed Domestic Rate Loans, subject to Section 11.2 hereof. If the Company fails to give notice pursuant to Section 2.2(a2.3(a) above or Section 2.3(b), as the case may be, of (i) the reborrowing continuation or conversion of the any outstanding principal amount of any outstanding Borrowing of SOFR Loans, or (ii) a Borrowing of Loans to pay outstanding Reimbursement Obligations, and has not notified (A) the Administrative Agent by any Borrower of Eurocurrency Loans denominated in an Alternative Currency 12:00 P.M. New York time at least three (3) Business Days before the last day of its the Interest Period within the period required by Section 2.2(afor any outstanding Borrowing of SOFR Loans, or (B) and has not notified the Administrative Agent within and, if applicable, the period required Sub-Agent (if such Reimbursement Obligations are denominated in an Alternative Currency) and the applicable Issuing Bank by 10:00 a.m. (Chicago time) 12:00 P.M. New York time on the Business Day four (4) Business Days prior to the day such Borrowing matures Reimbursement Obligations become due, as the case may be, that the Company or such Borrower it intends to repay such outstanding Borrowing through funds not borrowed hereunderor Reimbursement Obligations, the Borrower shall be deemed to have requested, as applicable, (x) the continuation of such Borrowing shall automatically be repaid through as a Borrowing by the same Borrower of Committed Eurocurrency Loans in the same Alternative Currency SOFR Loan with an Interest Period of one month, subject to Section 11.2 hereof, including (1) month or (y) the application of Section 5.2 and of the restrictions contained in the definition of Interest Period. In the event the Company fails to give notice pursuant to Section 2.2(a) above advance of a new Borrowing equal to the amount of a Reimbursement Obligation of any Borrower payable in U.S. Dollars and has not notified the Administrative Agent by 10:00 a.m. Base Rate Loans (Chicago time) on the day such Reimbursement Obligation becomes due that it intends to repay such Reimbursement Obligation through funds not borrowed under this Agreementafter converting, if necessary, the Company shall be deemed to have requested a Borrowing by Reimbursement Obligations into Dollars using the Company of Domestic applicable Exchange Rate Loans in effect on such date) on such day in the amount of the Reimbursement Obligation Obligations then due, subject to Section 11 hereof, which Borrowing pursuant to this clause (y) shall be deemed to have been funded on such date by the Lenders ​ ‌ ​ ‌ ​ ​ in accordance with Section 2.3(a) and to have been applied on such day to pay the Reimbursement Obligation Obligations then due, or to repay the Lenders that funded their participations in such Reimbursement Obligations, as applicable, in each case so long as no Event of Default shall have occurred and be continuing or would occur as a result of such Borrowing but otherwise disregarding the conditions to Borrowings set forth in Section 4.2. Upon the occurrence and during the continuance of any Event of Default, and upon notice thereof from the Administrative Agent to the Borrower (i) each SOFR Loan will automatically, on the last day of the then existing Interest Period therefor, convert into a Base Rate Loan, and (ii) the obligation of the Lenders to continue SOFR Loans or convert Base Rate Loans into SOFR Loans shall be suspended.

Borrower’s Failure to Notify. If the Company Borrower fails to give ------------------------------ notice pursuant to Section 2.3(a) of (i) the reborrowing continuation or conversion of any outstanding principal amount of a Borrowing by any Borrower of Committed Eurocurrency Loans, or (ii) a Borrowing of Revolving Loans or Term Loans denominated in U.S. Dollars before the last day of its Interest Period within the period required by Section 2.2(a) to pay outstanding Reimbursement Obligations, and has not notified the Administrative Agent by 10:00 a.m. 12:00 p.m. at least three (Chicago time3) on such Business Days before the last day of the Interest Period that the Company or such Borrower intends to repay such for any Borrowing through funds not borrowed hereunder, such Borrowing shall automatically be repaid through a Borrowing by the same Borrower of Committed Domestic Rate Loans, subject to Section 11.2 hereof. If the Company fails to give notice pursuant to Section 2.2(a) above of the reborrowing of the outstanding principal amount of a Borrowing by any Borrower of Eurocurrency Loans denominated funded in an Alternative Currency before the last day of its Interest Period within the period required by Section 2.2(a) and has not notified the Administrative Agent within the period required by 10:00 a.m. (Chicago time) on the Business Day Dollars or at least four (4) Business Days prior to before the last day of the Interest Period for any Borrowing of Eurocurrency Loans funded in Euros, Pounds, Australian Dollars, Canadian Dollars, Singapore Dollars or Kroner, or by the day such Borrowing matures Reimbursement Obligation becomes due, as the case may be, that the Company or such Borrower it intends to repay such Borrowing through funds not borrowed hereunderor Reimbursement Obligation, the Borrower shall be deemed to have requested, as applicable, (x) the continuation of such Borrowing shall automatically be repaid through as a Borrowing by the same Borrower of Committed Eurocurrency Loans in the same Alternative Currency Loan with an Interest Period of one month, subject to Section 11.2 hereof, including (1) month or (y) the application of Section 5.2 and of the restrictions contained in the definition of Interest Period. In the event the Company fails to give notice pursuant to Section 2.2(a) above advance of a new Borrowing equal to of Base Rate Loans (after converting, if necessary, the amount of a Reimbursement Obligation of any Borrower payable into Dollars using the Exchange Rate in U.S. Dollars and has not notified the Administrative Agent by 10:00 a.m. (Chicago timeeffect on such date) on the day such Reimbursement Obligation becomes due that it intends to repay such Reimbursement Obligation through funds not borrowed under this Agreement, the Company shall be deemed to have requested a Borrowing by the Company of Domestic Rate Loans on such day in the amount of the Reimbursement Obligation then due, subject to Section 11 hereof, which Borrowing pursuant to this clause (y) shall be deemed to have been funded on such date by the Lenders in accordance with Section 2.3(a) and to have been applied on such day to pay the Reimbursement Obligation then due, in each case so long as no Event of Default shall have occurred and be continuing or would occur as a result of such Borrowing but otherwise disregarding the conditions to Borrowings set forth in Section 4.2. Upon the occurrence and during the continuance of any Event of Default, and upon notice thereof from the Administrative Agent to the Borrower (i) each Eurocurrency Loan will automatically, on the last day of the then existing Interest Period therefor, convert into a Base Rate Loan, and (ii) the obligation of the Lenders to fund Loans in Euros, Pounds, Australian Dollars, Canadian Dollars, Singapore Dollars or Kroner, and to make, continue or convert Loans into Eurocurrency Loans shall be suspended.

Borrower’s Failure to Notify. If the Company Borrower fails to give notice ---------------------------- pursuant to Section 2.3(a) of (i) the reborrowing continuation or conversion of any outstanding principal amount of a Borrowing by any Borrower of Committed Eurocurrency Revolving Loans, or (ii) a Borrowing of Revolving Loans or Term Loans denominated in U.S. Dollars before the last day of its Interest Period within the period required by Section 2.2(a) to pay outstanding Reimbursement Obligations, and has not notified the Administrative Agent by 10:00 a.m. 12:00 p.m. at least three (Chicago time3) on such Business Days before the last day of the Interest Period that the Company or such Borrower intends to repay such for any Borrowing through funds not borrowed hereunder, such Borrowing shall automatically be repaid through a Borrowing by the same Borrower of Committed Domestic Rate Loans, subject to Section 11.2 hereof. If the Company fails to give notice pursuant to Section 2.2(a) above of the reborrowing of the outstanding principal amount of a Borrowing by any Borrower of Eurocurrency Revolving Loans denominated funded in an Alternative Currency before the last day of its Interest Period within the period required by Section 2.2(a) and has not notified the Administrative Agent within the period required by 10:00 a.m. (Chicago time) on the Business Day Dollars or at least four (4) Business Days prior to before the last day of the Interest Period for any Borrowing of Eurocurrency Revolving Loans funded in Euros, Pounds or Kroner, or by the day such Borrowing matures Reimbursement Obligation becomes due, as the case may be, that the Company or such Borrower it intends to repay such Borrowing through funds not borrowed hereunderor Reimbursement Obligation, the Borrower shall be deemed to have requested, as applicable, (x) the continuation of such Borrowing shall automatically be repaid through as a Borrowing by the same Borrower of Committed Eurocurrency Loans in the same Alternative Currency Revolving Loan with an Interest Period of one month, subject to Section 11.2 hereof, including (1) month or (y) the application of Section 5.2 and of the restrictions contained in the definition of Interest Period. In the event the Company fails to give notice pursuant to Section 2.2(a) above advance of a new Borrowing equal to of Base Rate Loans (after converting, if necessary, the amount of a Reimbursement Obligation of any Borrower payable into Dollars as provided in U.S. Dollars and has not notified the Administrative Agent by 10:00 a.m. (Chicago timeSection 10.19) on the day such Reimbursement Obligation becomes due that it intends to repay such Reimbursement Obligation through funds not borrowed under this Agreement, the Company shall be deemed to have requested a Borrowing by the Company of Domestic Rate Loans on such day in the amount of the Reimbursement Obligation then due, subject to Section 11 hereof, which Borrowing pursuant to this clause (y) shall be deemed to have been funded on such date by the Lenders in accordance with Section 2.3(a) and to have been applied on such day to pay the Reimbursement Obligation then due, in each case so long as no Event of Default shall have occurred and be continuing or would occur as a result of such Borrowing but otherwise disregarding the conditions to Borrowings set forth in Section 4.

Borrower’s Failure to Notify. If the Company fails to give notice of the reborrowing of any outstanding principal amount of a Borrowing by any Borrower of Committed Revolving Loans or Term Loans denominated in U.S. Dollars before the last day of its Interest Period within the period required by Section 2.2(a) and has not notified the Administrative Agent by 10:00 a.m. (Chicago time) on such last day of the Interest Period that the Company or such Borrower intends to repay such Borrowing through funds not borrowed hereunder, such Borrowing shall automatically be repaid through a Borrowing by the same Borrower of Committed Domestic Rate Loans, subject to Section 11.2 hereof. If the Company fails to give notice pursuant to Section 2.2(a2.3(a) above or Section 2.3(b), as the case may be, of (i) the reborrowing continuation or conversion of the any outstanding principal amount of any outstanding Borrowing of Eurocurrency Loans, or (ii) a Borrowing of Loans to pay outstanding Reimbursement Obligations, and has not notified (A) the Administrative Agent by any Borrower of Eurocurrency Loans denominated in an Alternative Currency 12:00 X.X. Xxx Xxxx time at least three (3) Business Days before the last day of its the Interest Period within the period required by Section 2.2(afor any outstanding Borrowing of Eurocurrency Loans, or (B) and has not notified the Administrative Agent within and, if applicable, the period required Sub-Agent (if such Reimbursement Obligations are denominated in an Alternative Currency) and the applicable Issuing Bank by 10:00 a.m. (Chicago time) 12:00 P.M. New York time on the Business Day four (4) Business Days prior to the day such Borrowing matures Reimbursement Obligations become due, as the case may be, that the Company or such Borrower it intends to repay such outstanding Borrowing through funds not borrowed hereunderor Reimbursement Obligations, the Borrower shall be deemed to have requested, as applicable, (x) the continuation of such Borrowing shall automatically be repaid through as a Borrowing by the same Borrower of Committed Eurocurrency Loans in the same Alternative Currency Loan with an Interest Period of one month, subject to Section 11.2 hereof, including (1) month or (y) the application of Section 5.2 and of the restrictions contained in the definition of Interest Period. In the event the Company fails to give notice pursuant to Section 2.2(a) above advance of a new Borrowing equal to the amount of a Reimbursement Obligation of any Borrower payable in U.S. Dollars and has not notified the Administrative Agent by 10:00 a.m. Base Rate Loans (Chicago time) on the day such Reimbursement Obligation becomes due that it intends to repay such Reimbursement Obligation through funds not borrowed under this Agreementafter converting, if necessary, the Company shall be deemed to have requested a Borrowing by Reimbursement Obligations into Dollars using the Company of Domestic applicable Exchange Rate Loans in effect on such date) on such day in the amount of the Reimbursement Obligation Obligations then due, subject to Section 11 hereof, which Borrowing pursuant to this clause (y) shall be deemed to have been funded on such date by the Lenders in accordance with Section 2.3(a) and to have been applied on such day to pay the Reimbursement Obligation Obligations then due, or to repay the Lenders that funded their participations in such Reimbursement Obligations, as applicable, in each case so long as no Event of Default shall have occurred and be continuing or would occur as a result of such Borrowing but otherwise disregarding the conditions to Borrowings set forth in Section 4.2. Upon the occurrence and during the continuance of any Event of Default, and upon notice thereof from the Administrative Agent to the Borrower (i) each Eurocurrency Loan will automatically, on the last day of the then existing Interest Period therefor, convert into a Base Rate Loan, and (ii) the obligation of the Lenders to continue Eurocurrency Loans or convert Base Rate Loans into Eurocurrency Loans shall be suspended.

Borrower’s Failure to Notify. If the Company Borrower fails to give notice pursuant to Section 2.3(a) of (i) the reborrowing continuation or conversion of any outstanding principal amount of a Borrowing by any Borrower of Committed Eurocurrency Loans, or (ii) a Borrowing of Revolving Loans or Term Loans denominated in U.S. Dollars before the last day of its Interest Period within the period required by Section 2.2(a) to pay outstanding Reimbursement Obligations, and has not notified the Administrative Agent by 10:00 a.m. (Chicago timeA) on such 12:00 P.M. at least three (3) Business Days before the last day of the Interest Period that the Company or such Borrower intends to repay such for any Borrowing through funds not borrowed hereunder, such Borrowing shall automatically be repaid through a Borrowing by the same Borrower of Committed Domestic Rate Loans, subject to Section 11.2 hereof. If the Company fails to give notice pursuant to Section 2.2(a) above of the reborrowing of the outstanding principal amount of a Borrowing by any Borrower of Eurocurrency Loans denominated funded in an Alternative Currency before the last day of its Interest Period within the period required by Section 2.2(aU.S. Dollars, (B) and has not notified the Administrative Agent within the period required by 10:00 a.m. (Chicago time) on the Business Day 12:00 P.M. at least four (4) Business Days prior before the last day of the Interest Period for any Borrowing of Eurocurrency Loans funded in Euros, Pounds or Canadian Dollars, (C) 4:00 P.M. (London time) at least four (4) Business Days before the last day of the Interest Period for any Borrowing of Eurocurrency Loans funded in any Specified Currency (with a copy of any such notice to be sent simultaneously to the Sub-Agent), or (D) the day such Borrowing matures Reimbursement Obligation becomes due, as the case may be, that the Company or such Borrower it intends to repay such Borrowing through funds not borrowed hereunderor Reimbursement Obligation, the Borrower shall be deemed to have requested, as applicable, (x) the continuation of such Borrowing shall automatically be repaid through as a Borrowing by the same Borrower of Committed Eurocurrency Loans in the same Alternative Currency Loan with an Interest Period of one month, subject to Section 11.2 hereof, including (1) month or (y) the application of Section 5.2 and of the restrictions contained in the definition of Interest Period. In the event the Company fails to give notice pursuant to Section 2.2(a) above advance of a new Borrowing equal to of Base Rate Loans (after converting, if necessary, the amount of a Reimbursement Obligation of any Borrower payable into Dollars using the applicable Exchange Rate in U.S. Dollars and has not notified the Administrative Agent by 10:00 a.m. (Chicago timeeffect on such date) on the day such Reimbursement Obligation becomes due that it intends to repay such Reimbursement Obligation through funds not borrowed under this Agreement, the Company shall be deemed to have requested a Borrowing by the Company of Domestic Rate Loans on such day in the amount of the Reimbursement Obligation then due, subject to Section 11 hereof, which Borrowing pursuant to this clause (y) shall be deemed to have been funded on such date by the Lenders in accordance with Section 2.3(a) and to have been applied on such day to pay the Reimbursement Obligation then due, in each case so long as no Event of Default shall have occurred and be continuing or would occur as a result of such Borrowing but otherwise disregarding the conditions to Borrowings set forth in Section 4.2. Upon the occurrence and during the continuance of any Event of Default, and upon notice thereof from the Administrative Agent to the Borrower (i) each Eurocurrency Loan will automatically, on the last day of the then existing Interest Period therefor, convert into a Base Rate Loan, and (ii) the obligation of the Lenders to fund Loans in Euros, Pounds, Australian Dollars, Canadian Dollars, Singapore Dollars or Kroner, and to make, continue or convert Loans into Eurocurrency Loans shall be suspended.

Borrower’s Failure to Notify. If the Company fails to give notice of the reborrowing of any outstanding principal amount of a Borrowing by any Borrower of Committed Revolving Loans or Term Loans denominated in U.S. Dollars before the last day of its Interest Period within the period required by Section 2.2(a) and has not notified the Administrative Agent by 10:00 a.m. (Chicago time) on such last day of the Interest Period that the Company or such Borrower intends to repay such Borrowing through funds not borrowed hereunder, such Borrowing shall automatically be repaid through a Borrowing by the same Borrower of Committed Domestic Rate Loans, subject to Section 11.2 hereof. If the Company fails to give notice pursuant to Section 2.2(a2.3(a) above or Section 2.3(b), as the case may be, of (i) the reborrowing continuation or conversion of the any outstanding principal amount of any outstanding Borrowing of Eurocurrency Loans, or (ii) a Borrowing of Loans to pay outstanding Reimbursement Obligations, and has not notified (A) the Administrative Agent by 12:00 P.M. New York time at least three (3) Business Days before the last day of the Interest Period for any Borrower outstanding Borrowing of Eurocurrency Loans denominated in an Alternative Currency before U.S. Dollars, (B) the last day of its Interest Period within the period required Sub- Agent by Section 2.2(a) and has not notified the Administrative Agent within the period required by 10:00 a.m. (Chicago time) on the Business Day 12:00 P.M. London time at least four (4) Business Days prior before the last day of the Interest Period for any Borrowing of Eurocurrency Loans denominated in any Alternative Currency (with a copy of any such notice to be sent simultaneously to the Administrative Agent), or (C) the Administrative Agent, the Sub-Agent (if such Reimbursement Obligations are denominated in an Alternative Currency), and the applicable Issuing Bank the day such Borrowing matures Reimbursement Obligations become due, as the case may be, that the Company or such Borrower it intends to repay such outstanding Borrowing through funds not borrowed hereunderor Reimbursement Obligations, the Borrower shall be deemed to have requested, as applicable, (x) the continuation of such Borrowing shall automatically be repaid through as a Borrowing by the same Borrower of Committed Eurocurrency Loans Loan in the same Alternative Currency currency with an Interest Period of one month, subject to Section 11.2 hereof, including (1) month or (y) the application of Section 5.2 and of the restrictions contained in the definition of Interest Period. In the event the Company fails to give notice pursuant to Section 2.2(a) above advance of a new Borrowing equal to the amount of a Reimbursement Obligation of any Borrower payable in U.S. Dollars and has not notified the Administrative Agent by 10:00 a.m. Base Rate Loans (Chicago time) on the day such Reimbursement Obligation becomes due that it intends to repay such Reimbursement Obligation through funds not borrowed under this Agreementafter converting, if necessary, the Company shall be deemed to have requested a Borrowing by Reimbursement Obligations into Dollars using the Company of Domestic applicable Exchange Rate Loans in effect on such date) on such day in the amount of the Reimbursement Obligation Obligations then due, subject to Section 11 hereof, which Borrowing pursuant to this clause (y) shall be deemed to have been funded on such date by the Lenders in accordance with Section 2.3(a) and to have been applied on such day to pay the Reimbursement Obligation Obligations then due, or to repay the Lenders that funded their participations in such Reimbursement Obligations, as applicable, in each case so long as no Event of Default shall have occurred and be continuing or would occur as a result of such Borrowing but otherwise disregarding the conditions to Borrowings set forth in Section 4.2. Upon the occurrence and during the continuance of any Event of Default, and upon notice thereof from the Administrative Agent to the Borrower (i) each Eurocurrency Loan will automatically, on the last day of the then existing Interest Period therefor, convert into a Base Rate Loan, and (ii) the obligation of the Lenders to continue Eurocurrency Loans or convert Base Rate Loans into Eurocurrency Loans shall be suspended.