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

Borrower’s Failure to Notify. If a Borrower fails to give notice pursuant to Section 2.6(a) above of the continuation or conversion of any outstanding principal amount of a Borrowing of Eurodollar Loans before the last day of its then current Interest Period within the period required by Section 2.6(a) and such Borrowing is not prepaid in accordance with Section 2.9(a), such Borrowing shall automatically be converted into a Borrowing of Base Rate Loans. In the event any Borrower fails to give notice pursuant to Section 2.6(a) above of a Borrowing equal to the amount of a Reimbursement Obligation and has not notified Administrative Agent by 12:00 Noon on the day such Reimbursement Obligation becomes due that it intends to repay such Reimbursement Obligation through funds not borrowed under this Agreement, (i) in the case of U.S. Borrower, such Borrower shall be deemed to have requested a Borrowing of Base Rate Loans under the U.S. Revolving Credit (or, at the option of the Swing Line Lender, under the Swing Line) on such day in the amount of the U.S. Reimbursement Obligation then due, which Borrowing shall be applied to pay the U.S. Reimbursement Obligation then due, (ii) in the case of Canadian Borrower and relating to a Canadian Letter of Credit issued in U.S. Dollars, such Borrower shall be deemed to have requested a Borrowing of Base Rate Loans under the Canadian Revolving Credit on such day in the amount of the Canadian Reimbursement Obligation then due, which Borrowing shall be applied to pay the Canadian Reimbursement Obligation then due, and (iii) in the case of Canadian Borrower and relating to a Canadian Letter of Credit issued in Canadian Dollars, such Borrower shall be deemed to have requested a Borrowing of Canadian Prime Rate Loans under the Canadian Revolving Credit on such day in the amount of the Canadian Reimbursement Obligation then due, which Borrowing shall be applied to pay the Canadian Reimbursement Obligation then due

Borrower’s Failure to Notify. If a the U.S. Borrower fails to give notice pursuant to Section 2.6(a1.6(a) above of the continuation or conversion of any outstanding principal amount of a Borrowing of Eurodollar LIBOR Loans before the last day of its then current Interest Period within the period required by Section 2.6(a1.6(a) and such Borrowing is not prepaid in accordance with Section 2.9(a1.9(a), such Borrowing shall automatically (i) be converted into a Borrowing of U.S. Base Rate LoansLoans if for a U.S. Dollar-denominated LIBOR Loan and (ii) continue as a LIBOR Loan for an Interest Period of one month if for a Euro-denominated LIBOR Loan. In If the event any Canadian Borrower fails to give notice pursuant to Section 2.6(a1.6(a) above of the continuation of any outstanding principal amount of a Borrowing of CAD CDOR Loans before the last day of its then current Interest Period within the period required by Section 1.6(a) and such Borrowing is not prepaid in accordance with Section 1.9(a), such Borrowing shall automatically continue as a CAD CDOR Loan for an Interest Period of one month. In the event a Borrower fails to give notice pursuant to Section 1.6(a) above of a Borrowing equal to the amount of a Reimbursement Obligation owed by it and has not notified the Administrative Agent by 12:00 Noon 1:00 p.m. (New York City time) on the day such Reimbursement Obligation becomes due that it intends to repay such Reimbursement Obligation through funds not borrowed under this Agreement, (i) in the case of U.S. Borrower, such Borrower shall be deemed to have requested (A) in the case of the U.S. Borrower, a Borrowing of U.S. Base Rate Loans under the U.S. Revolving Credit (or, at the option of the Swing Line Lender, under the Swing Line) on such day in the amount of the U.S. Reimbursement Obligation then due, which Borrowing shall be applied to pay the U.S. Reimbursement Obligation then due, and (iiB) in the case of the Canadian Borrower and relating to a Canadian Letter of Credit issued in U.S. DollarsBorrower, such Borrower shall be deemed to have requested a Borrowing of the U.S. Dollar Equivalent amount thereof in U.S. Base Rate Loans under the Canadian Revolving Credit (or, at the option of the Swing Line Lender, under the Swing Line) on such day in the amount of the Canadian Reimbursement Obligation then due, which Borrowing shall be applied to pay the Canadian Reimbursement Obligation then due, and (iii) in the case of Canadian Borrower and relating to a Canadian Letter of Credit issued in Canadian Dollars, such Borrower shall be deemed to have requested a Borrowing of Canadian Prime Rate Loans under the Canadian Revolving Credit on such day in the amount of the Canadian Reimbursement Obligation then due, which Borrowing shall be applied to pay the Canadian Reimbursement Obligation then due.

Borrower’s Failure to Notify. If a Borrower In the event the Company (acting on behalf of the Borrowers) fails to give notice pursuant to Section 2.6(a2.3(a) above of the continuation or conversion reborrowing of any outstanding the principal amount of a any maturing Borrowing of Eurodollar Committed Loans before and has not notified the last day of its then current Interest Period Agent within the period required by Section 2.6(a4.3(a) that it intends to prepay such Borrowing, then (i) if such maturing Borrowing was denominated in U.S. Dollars, the Company (acting on behalf of the Borrowers) shall be deemed to have requested a new Borrowing of Domestic Rate Loans in the amount of the maturing Borrowing of Committed Loans and such new Borrowing is not prepaid shall, subject to Section 9.2 hereof be disbursed to the Agent (for the account of the Banks) so as to prepay such maturing Borrowing, and (ii) if such maturing Borrowing was denominated in accordance an Alternative Currency, the Company (acting on behalf of the Borrowers) shall be deemed to have requested a new Borrowing in such Alternative Currency with an Interest Period of one month and such new Borrowing shall, subject to Section 2.9(a)9.2 hereof, be disbursed to the Agent (for the account of the Banks) so as to prepay such Borrowing shall automatically be converted into a Borrowing of Base Rate Loansmaturing Borrowing. In the event any Borrower the Company (acting on behalf of the Borrowers) fails to give notice pursuant to Section 2.6(a2.3(a) above of a Borrowing equal to the amount of a Reimbursement Obligation and has not notified Administrative the Agent by 12:00 Noon 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 (iacting on behalf of the Borrowers) in the case of U.S. Borrower, such Borrower shall be deemed to have requested a Borrowing of Base Domestic Rate Loans under the U.S. Revolving Credit (or, at the option of the Swing Line Lender, under the Swing Line) on such day in the amount of the U.S. Reimbursement Obligation then due, subject to Section 9 hereof, which Borrowing shall be applied to pay the U.S. Reimbursement Obligation then due, (ii) in the case of Canadian Borrower and relating to a Canadian Letter of Credit issued in U.S. Dollars, such Borrower shall be deemed to have requested a Borrowing of Base Rate Loans under the Canadian Revolving Credit on such day in the amount of the Canadian Reimbursement Obligation then due, which Borrowing shall be applied to pay the Canadian Reimbursement Obligation then due, and (iii) in the case of Canadian Borrower and relating to a Canadian Letter of Credit issued in Canadian Dollars, such Borrower shall be deemed to have requested a Borrowing of Canadian Prime Rate Loans under the Canadian Revolving Credit on such day in the amount of the Canadian Reimbursement Obligation then due, which Borrowing shall be applied to pay the Canadian Reimbursement Obligation then due.

Borrower’s Failure to Notify. If In the event a Borrower fails to give notice pursuant to Section 2.6(a2.3(a) above of the continuation or conversion reborrowing of any outstanding the principal amount of any maturing Borrowing of Committed Loans denominated in U.S. Dollars and has not notified the Agent by (i) 10:00 a.m. (Chicago time) on the day such Borrowing matures, if such Borrowing was comprised of Domestic Rate Loans, Adjusted CD Rate Loans or Eurocurrency Loans denominated in U.S. Dollars and 10:00 a.m. 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 it intends to repay such Borrowing, then (i) if such Borrowing was denominated in U.S. Dollars such Borrower shall be deemed to have requested a Borrowing of Eurodollar Domestic Rate Loans before on such day in the last day amount of its then current the maturing Borrowing of Committed Loans and (ii) if such Borrowing was denominated in an Alternative Currency, such Borrower shall be deemed to have requested a Borrowing in such Alternative Currency with an Interest Period within the period required by of one month, all subject to Section 2.6(a) and such Borrowing is not prepaid in accordance with Section 2.9(a), such Borrowing shall automatically be converted into a Borrowing of Base Rate Loans9.2 hereof. In the event any the Borrower fails to give notice pursuant to Section 2.6(a2.3(a) above of a Borrowing equal to the amount of a Reimbursement Obligation and has not notified Administrative the Agent by 12:00 Noon 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, (i) in the case of U.S. Borrower, such Borrower shall be deemed to have requested a Borrowing of Base Domestic Rate Loans under the U.S. Revolving Credit (or, at the option of the Swing Line Lender, under the Swing Line) on such day in the amount of the U.S. Reimbursement Obligation then due, subject to Section 9 hereof, which Borrowing shall be applied to pay the U.S. Reimbursement Obligation then due, (ii) in the case of Canadian Borrower and relating to a Canadian Letter of Credit issued in U.S. Dollars, such Borrower shall be deemed to have requested a Borrowing of Base Rate Loans under the Canadian Revolving Credit on such day in the amount of the Canadian Reimbursement Obligation then due, which Borrowing shall be applied to pay the Canadian Reimbursement Obligation then due, and (iii) in the case of Canadian Borrower and relating to a Canadian Letter of Credit issued in Canadian Dollars, such Borrower shall be deemed to have requested a Borrowing of Canadian Prime Rate Loans under the Canadian Revolving Credit on such day in the amount of the Canadian Reimbursement Obligation then due, which Borrowing shall be applied to pay the Canadian Reimbursement Obligation then due.

Borrower’s Failure to Notify. If a the Borrower fails to give notice pursuant to Section 2.6(a2.3(a) above or Section 2.3(b), as the case may be, of (i) the continuation or conversion of any outstanding principal amount of any outstanding Borrowing of Eurocurrency Loans, or (ii) a Borrowing of Eurodollar Loans to pay outstanding Reimbursement Obligations, and has not notified (A) the Administrative Agent by 12:00 X.X. Xxx Xxxx time at least three (3) Business Days before the last day of its then current the Interest Period within for any outstanding Borrowing of Eurocurrency Loans, or (B) the period required by Section 2.6(aAdministrative Agent and, if applicable, the Sub-Agent (if such Reimbursement Obligations are denominated in an Alternative Currency) and such Borrowing is not prepaid in accordance with Section 2.9(a), such Borrowing shall automatically be converted into a Borrowing of Base Rate Loans. In the event any Borrower fails to give notice pursuant to Section 2.6(a) above of a Borrowing equal to the amount of a Reimbursement Obligation and has not notified Administrative Agent applicable Issuing Bank by 12:00 Noon P.M. New York time on the day such Reimbursement Obligation becomes due Obligations become due, as the case may be, that it intends to repay such outstanding Borrowing or Reimbursement Obligation through funds not borrowed under this AgreementObligations, (i) in the case of U.S. Borrower, such Borrower shall be deemed to have requested requested, as applicable, (x) the continuation of such Borrowing as a Eurocurrency Loan with an Interest Period of one (1) month or (y) the advance of a new Borrowing of Base Rate Loans under (after converting, if necessary, the U.S. Revolving Credit (or, at Reimbursement Obligations into Dollars using the option of the Swing Line Lender, under the Swing Lineapplicable Exchange Rate in effect on such date) on such day in the amount of the U.S. Reimbursement Obligation Obligations then due, which Borrowing shall be applied pursuant to pay the U.S. Reimbursement Obligation then due, this clause (iiy) in the case of Canadian Borrower and relating to a Canadian Letter of Credit issued in U.S. Dollars, such Borrower shall be deemed to have requested 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 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 under the Canadian Revolving Credit on such day in the amount of the Canadian Reimbursement Obligation then due, which Borrowing into Eurocurrency Loans shall be applied to pay the Canadian Reimbursement Obligation then due, and (iii) in the case of Canadian Borrower and relating to a Canadian Letter of Credit issued in Canadian Dollars, such Borrower shall be deemed to have requested a Borrowing of Canadian Prime Rate Loans under the Canadian Revolving Credit on such day in the amount of the Canadian Reimbursement Obligation then due, which Borrowing shall be applied to pay the Canadian Reimbursement Obligation then duesuspended.

Borrower’s Failure to Notify. If a the Borrower fails to give notice pursuant to Section 2.6(a2.3(a) above or Section 2.3(b), as the case may be, of (i) the continuation or conversion of any outstanding principal amount of any outstanding Borrowing of Eurocurrency Loans, or (ii) a Borrowing of Eurodollar 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 its then current the Interest Period within the period required by Section 2.6(a) and such Borrowing is not prepaid in accordance with Section 2.9(a), such Borrowing shall automatically be converted into a for any outstanding Borrowing of Base Rate Loans. In Eurocurrency Loans denominated in U.S. Dollars, (B) the event any Borrower fails to give notice pursuant to Section 2.6(a) above of a Borrowing equal to the amount of a Reimbursement Obligation and has not notified Administrative Sub- Agent by 12:00 Noon on P.M. London time at least four (4) Business Days 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 Reimbursement Obligation becomes due Obligations become due, as the case may be, that it intends to repay such outstanding Borrowing or Reimbursement Obligation through funds not borrowed under this AgreementObligations, (i) in the case of U.S. Borrower, such Borrower shall be deemed to have requested requested, as applicable, (x) the continuation of such Borrowing as a Eurocurrency Loan in the same currency with an Interest Period of one (1) month or (y) the advance of a new Borrowing of Base Rate Loans under (after converting, if necessary, the U.S. Revolving Credit (or, at Reimbursement Obligations into Dollars using the option of the Swing Line Lender, under the Swing Lineapplicable Exchange Rate in effect on such date) on such day in the amount of the U.S. Reimbursement Obligation Obligations then due, which Borrowing shall be applied pursuant to pay the U.S. Reimbursement Obligation then due, this clause (iiy) in the case of Canadian Borrower and relating to a Canadian Letter of Credit issued in U.S. Dollars, such Borrower shall be deemed to have requested 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 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 under the Canadian Revolving Credit on such day in the amount of the Canadian Reimbursement Obligation then due, which Borrowing into Eurocurrency Loans shall be applied to pay the Canadian Reimbursement Obligation then due, and (iii) in the case of Canadian Borrower and relating to a Canadian Letter of Credit issued in Canadian Dollars, such Borrower shall be deemed to have requested a Borrowing of Canadian Prime Rate Loans under the Canadian Revolving Credit on such day in the amount of the Canadian Reimbursement Obligation then due, which Borrowing shall be applied to pay the Canadian Reimbursement Obligation then duesuspended.

Borrower’s Failure to Notify. If a the Borrower fails to give notice pursuant to Section 2.6(a2.3(a) above or Section 2.3(b), as the case may be, of (i) the continuation or conversion of any outstanding principal amount of any outstanding Borrowing of SOFR Loans, or (ii) a Borrowing of Eurodollar 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 its then current the Interest Period within for any outstanding Borrowing of SOFR Loans, or (B) the period required by Section 2.6(aAdministrative Agent and, if applicable, the Sub-Agent (if such Reimbursement Obligations are denominated in an Alternative Currency) and such Borrowing is not prepaid in accordance with Section 2.9(a), such Borrowing shall automatically be converted into a Borrowing of Base Rate Loans. In the event any Borrower fails to give notice pursuant to Section 2.6(a) above of a Borrowing equal to the amount of a Reimbursement Obligation and has not notified Administrative Agent applicable Issuing Bank by 12:00 Noon P.M. New York time on the day such Reimbursement Obligation becomes due Obligations become due, as the case may be, that it intends to repay such outstanding Borrowing or Reimbursement Obligation through funds not borrowed under this AgreementObligations, (i) in the case of U.S. Borrower, such Borrower shall be deemed to have requested requested, as applicable, (x) the continuation of such Borrowing as a SOFR Loan with an Interest Period of one (1) month or (y) the advance of a new Borrowing of Base Rate Loans under (after converting, if necessary, the U.S. Revolving Credit (or, at Reimbursement Obligations into Dollars using the option of the Swing Line Lender, under the Swing Lineapplicable Exchange Rate in effect on such date) on such day in the amount of the U.S. Reimbursement Obligation Obligations then due, which Borrowing shall be applied pursuant to pay the U.S. Reimbursement Obligation then due, this clause (iiy) in the case of Canadian Borrower and relating to a Canadian Letter of Credit issued in U.S. Dollars, such Borrower shall be deemed to have requested 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 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 under the Canadian Revolving Credit on such day in the amount of the Canadian Reimbursement Obligation then due, which Borrowing into SOFR Loans shall be applied to pay the Canadian Reimbursement Obligation then due, and (iii) in the case of Canadian Borrower and relating to a Canadian Letter of Credit issued in Canadian Dollars, such Borrower shall be deemed to have requested a Borrowing of Canadian Prime Rate Loans under the Canadian Revolving Credit on such day in the amount of the Canadian Reimbursement Obligation then due, which Borrowing shall be applied to pay the Canadian Reimbursement Obligation then duesuspended.

Borrower’s Failure to Notify. If a Domestic Borrower fails to give notice pursuant to Section 2.6(a1.6(a) above of the continuation or conversion of any outstanding principal amount of a Borrowing of Eurodollar LIBOR Loans or EURIBOR Loans before the last day of its then current Interest Period within the period required by Section 2.6(a1.6(a) and such Borrowing is not prepaid in accordance with Section 2.9(a1.9(a), such Borrowing shall automatically (i) be converted into a Borrowing of U.S. Base Rate LoansLoans if for a LIBOR Loan and (ii) continue as a EURIBOR Loan for an Interest Period of one month if for a EURIBOR Loan. In If the event any Canadian Borrower fails to give notice pursuant to Section 2.6(a1.6(a) above of the continuation of any outstanding principal amount of a Borrowing of CAD CDOR Loans before the last day of its then current Interest Period within the period required by Section 1.6(a) and such Borrowing is not prepaid in accordance with Section 1.9(a), such Borrowing shall automatically continue as a CAD CDOR Loan for an Interest Period of one month. In the event a Borrower fails to give notice pursuant to Section 1.6(a) above of a Borrowing equal to the amount of a Reimbursement Obligation owed by it and has not notified the Administrative Agent by 12:00 Noon 1:00 p.m. (New York City time) on the day such Reimbursement Obligation becomes due that it intends to repay such Reimbursement Obligation through funds not borrowed under this Agreement, (i) in the case of U.S. Borrower, such Borrower shall be deemed to have requested (A) in the case of a Domestic Borrower, a Borrowing of U.S. Base Rate Loans under the U.S. Revolving Credit (or, at the option of the Swing Line Lender, under the Swing Line) on such day in the amount of the U.S. Reimbursement Obligation then due, which Borrowing shall be applied to pay the U.S. Reimbursement Obligation then due, and (iiB) in the case of the Canadian Borrower and relating to a Canadian Letter of Credit issued in U.S. DollarsBorrower, such Borrower shall be deemed to have requested a Borrowing of the U.S. Dollar Equivalent amount thereof in U.S. Base Rate Loans under the Canadian Revolving Credit (or, at the option of the Swing Line Lender, under the Swing Line) on such day in the amount of the Canadian Reimbursement Obligation then due, which Borrowing shall be applied to pay the Canadian Reimbursement Obligation then due, and (iii) in the case of Canadian Borrower and relating to a Canadian Letter of Credit issued in Canadian Dollars, such Borrower shall be deemed to have requested a Borrowing of Canadian Prime Rate Loans under the Canadian Revolving Credit on such day in the amount of the Canadian Reimbursement Obligation then due, which Borrowing shall be applied to pay the Canadian Reimbursement Obligation then due.

Borrower’s Failure to Notify. If a the Borrower fails to give notice pursuant to Section 2.6(a2.3(a) above of (i) the continuation or conversion of any outstanding principal amount of a Borrowing of Eurodollar Eurocurrency Loans, or (ii) a Borrowing of Revolving Loans to pay outstanding Reimbursement Obligations, and has not notified the Administrative Agent by (A) 12:00 P.M. at least three (3) Business Days before the last day of its then current the Interest Period within for any Borrowing of Eurocurrency Loans funded in U.S. Dollars, (B) 12:00 P.M. at least four (4) Business Days before the period required by Section 2.6(alast day of the Interest Period for any Borrowing of Eurocurrency Loans funded in Euros, Pounds or Canadian Dollars, (C) and 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 Borrowing is not prepaid in accordance with Section 2.9(anotice to be sent simultaneously to the Sub-Agent), such Borrowing shall automatically be converted into a Borrowing of Base Rate Loans. In the event any Borrower fails to give notice pursuant to Section 2.6(aor (D) above of a Borrowing equal to the amount of a Reimbursement Obligation and has not notified Administrative Agent by 12:00 Noon on the day such Reimbursement Obligation becomes due due, as the case may be, that it intends to repay such Borrowing or Reimbursement Obligation through funds not borrowed under this AgreementObligation, (i) in the case of U.S. Borrower, such Borrower shall be deemed to have requested requested, as applicable, (x) the continuation of such Borrowing as a Eurocurrency Loan with an Interest Period of one (1) month or (y) the advance of a new Borrowing of Base Rate Loans under (after converting, if necessary, the U.S. Revolving Credit (or, at Reimbursement Obligation into Dollars using the option of the Swing Line Lender, under the Swing Lineapplicable Exchange Rate in effect on such date) on such day in the amount of the U.S. Reimbursement Obligation then due, 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 U.S. 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 the case of Canadian Borrower and relating to a Canadian Letter of Credit issued in U.S. Euros, Pounds, Australian Dollars, such Borrower shall be deemed to have requested a Borrowing of Base Rate Loans under the Canadian Revolving Credit on such day in the amount of the Canadian Reimbursement Obligation then due, which Borrowing shall be applied to pay the Canadian Reimbursement Obligation then due, and (iii) in the case of Canadian Borrower and relating to a Canadian Letter of Credit issued in Canadian Dollars, such Borrower Singapore Dollars or Kroner, and to make, continue or convert Loans into Eurocurrency Loans shall be deemed to have requested a Borrowing of Canadian Prime Rate Loans under the Canadian Revolving Credit on such day in the amount of the Canadian Reimbursement Obligation then due, which Borrowing shall be applied to pay the Canadian Reimbursement Obligation then duesuspended.

Borrower’s Failure to Notify. If a the Borrower fails to give notice pursuant to Section 2.6(a2.3(a) above or Section 2.3(b), as the case may be, of (i) the continuation or conversion of any outstanding principal amount of any outstanding Borrowing of EurocurrencySOFR Loans, or (ii) a Borrowing of Eurodollar 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 its then current the Interest Period within for any outstanding Borrowing of EurocurrencySOFR Loans, or (B) the period required by Section 2.6(aAdministrative Agent and, if applicable, the Sub-Agent (if such Reimbursement Obligations are denominated in an Alternative Currency) and such Borrowing is not prepaid in accordance with Section 2.9(a), such Borrowing shall automatically be converted into a Borrowing of Base Rate Loans. In the event any Borrower fails to give notice pursuant to Section 2.6(a) above of a Borrowing equal to the amount of a Reimbursement Obligation and has not notified Administrative Agent applicable Issuing Bank by 12:00 Noon P.M. New York time on the day such Reimbursement Obligation becomes due Obligations become due, as the case may be, that it intends to repay such outstanding Borrowing or Reimbursement Obligation through funds not borrowed under this AgreementObligations, (i) in the case of U.S. Borrower, such Borrower shall be deemed to have requested requested, as applicable, (x) the continuation of such Borrowing as a EurocurrencySOFR Loan with an Interest Period of one (1) month or (y) the advance of a new Borrowing of Base Rate Loans under (after converting, if necessary, the U.S. Revolving Credit (or, at Reimbursement Obligations into ​ ‌ ​ ‌ ​ ​ Dollars using the option of the Swing Line Lender, under the Swing Lineapplicable Exchange Rate in effect on such date) on such day in the amount of the U.S. Reimbursement Obligation Obligations then due, which Borrowing shall be applied pursuant to pay the U.S. Reimbursement Obligation then due, this clause (iiy) in the case of Canadian Borrower and relating to a Canadian Letter of Credit issued in U.S. Dollars, such Borrower shall be deemed to have requested 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 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 under the Canadian Revolving Credit on such day in the amount of the Canadian Reimbursement Obligation then due, which Borrowing into EurocurrencySOFR Loans shall be applied to pay the Canadian Reimbursement Obligation then due, and (iii) in the case of Canadian Borrower and relating to a Canadian Letter of Credit issued in Canadian Dollars, such Borrower shall be deemed to have requested a Borrowing of Canadian Prime Rate Loans under the Canadian Revolving Credit on such day in the amount of the Canadian Reimbursement Obligation then due, which Borrowing shall be applied to pay the Canadian Reimbursement Obligation then duesuspended.