Common use of Conversion and Continuation of Revolving Credit Loans Clause in Contracts

Conversion and Continuation of Revolving Credit Loans. (a) The Lead Borrower shall have the right at any time, on three (3) Business Days’ prior notice to the Administrative Agent (which notice, to be effective, must be received by the Administrative Agent not later than 1:00 p.m. on the third Business Day preceding the date of any conversion), (i) to convert any outstanding Borrowings of Prime Rate Loans to Borrowings of LIBO Loans, or (ii) to continue an outstanding Borrowing of LIBO Loans for an additional Interest Period, or (iii) to convert any outstanding Borrowings of LIBO Loans to a Borrowing of Prime Rate Loans, subject in each case to the following: (i) No Borrowing of Revolving Credit Loans may be converted into, or continued as, LIBO Loans at any time when any Event of Default has occurred and is continuing (nothing contained herein being deemed to obligate the Borrowers to incur Breakage Costs upon the occurrence and during the continuance of an Event of Default unless the Obligations are accelerated); (ii) If less than a full Borrowing of Revolving Credit Loans is converted, such conversion shall be made pro rata among the Lenders based upon their Commitment Percentages in accordance with the respective principal amounts of the Revolving Credit Loans comprising such Borrowing held by such Lenders immediately prior to such conversion; (iii) The aggregate principal amount of Prime Rate Loans being converted into or continued as LIBO Loans shall be in an integral of $1,000,000 and at least $5,000,000; (iv) Each Lender shall effect each conversion by applying the proceeds of its new LIBO Loan or Prime Rate Loan, as the case may be, to its Revolving Credit Loan being so converted; (v) The Interest Period with respect to a Borrowing of LIBO Loans effected by a conversion or in respect to the Borrowing of LIBO Loans being continued as LIBO Loans shall commence on the date of conversion or the expiration of the current Interest Period applicable to such continuing Borrowing, as the case may be; (vi) A Borrowing of LIBO Loans may be converted only on the last day of an Interest Period applicable thereto, unless the applicable Borrower pays all Breakage Costs incurred in connection with such conversion; and (vii) Each request for a conversion or continuation of a Borrowing of LIBO Loans which fails to state an applicable Interest Period shall be deemed to be a request for an Interest Period of one (1) month. (b) If the Lead Borrower does not give notice to convert any Borrowing of LIBO Loans, or does not give notice to continue, or does not have the right to continue, any Borrowing as LIBO Loans, in each case as provided in SECTION 2.09(a) above, such Borrowing shall automatically be converted to, or continued as, as applicable, a Borrowing of Prime Rate Loans, at the expiration of the then-current Interest Period. The Administrative Agent shall, after it receives notice from the Lead Borrower, promptly give each Lender notice of any conversion, in whole or part, of any Revolving Credit Loan made by such Lender.

Conversion and Continuation of Revolving Credit Loans. (a) The Lead Borrower shall have the right at any time, on three (3) Business Days’ prior irrevocable notice to the Administrative Agent (which notice, to be effective, must be received by the Administrative Agent not later than 1:00 p.m. on the third Business Day preceding the date of any conversion), (i) to convert any outstanding Borrowings of Prime Rate Loans to Borrowings of LIBO Loans, or (ii) to continue an outstanding Borrowing of LIBO Loans for an additional Interest Period, or (iii) to convert any outstanding Borrowings of LIBO Loans to a Borrowing of Prime Rate Loans, subject in each case to the following: (i) No Borrowing of Revolving Credit Loans may be converted into, or continued as, LIBO Loans at any time when any an Event of Default has occurred and is continuing (nothing contained herein being deemed to obligate the Borrowers to incur Breakage Costs upon the occurrence and during the continuance of an Event of Default unless the Obligations are accelerated)continuing; (ii) If less than a full Borrowing of Revolving Credit Loans is converted, such conversion shall be made pro rata among the Lenders based upon their Commitment Percentages Percentages, in accordance with the respective principal amounts of the Revolving Credit Loans comprising such Borrowing held by such Lenders immediately prior to such conversion; (iii) The aggregate principal amount of Prime Rate Loans being converted into or continued as LIBO Loans shall be in an integral of $1,000,000 and at least $5,000,0001,000,000; (iv) Each Lender shall effect each conversion by applying the proceeds of its new LIBO Loan or Prime Rate Loan, as the case may be, to its Revolving Credit Loan being so converted; (v) The Interest Period with respect to a Borrowing of LIBO Loans effected by a conversion or in respect to the Borrowing of LIBO Loans being continued as LIBO Loans Loans, shall commence on the date of conversion or the expiration of the current Interest Period applicable to such continuing Borrowing, as the case may be; (vi) A Borrowing of LIBO Loans may be converted only on the last day of an Interest Period applicable thereto, unless thereto except to the extent that any applicable Borrower pays all Breakage Costs incurred in connection with such conversionconversion on any other day are paid by the Borrower pursuant to SECTION 2.16; and (vii) Each request for a conversion or continuation of a Borrowing of LIBO Loans which fails to state an applicable Interest Period shall be deemed to be a request for an Interest Period of one (1) month. (b) If the Lead Borrower does not give notice to convert any Borrowing of LIBO Loans, or does not give notice to continue, or does not have the right to continue, any Borrowing as LIBO Loans, in each case as provided in SECTION 2.09(a) above), such Borrowing shall automatically be converted to, or continued as, as applicable, a Borrowing of Prime Rate Loans, at the expiration of the then-current Interest Period. The Administrative Agent shall, after it receives notice from the Lead Borrower, promptly give each Lender Lender, notice of any conversion, in whole or part, of any Revolving Credit Loan made by such Lender.

Conversion and Continuation of Revolving Credit Loans. (a) The Lead Borrower or the Canadian Borrower, as applicable, shall have the right at any time, on three two (32) Business Days’ prior notice to the Administrative Agent or the Canadian Agent, as applicable (which notice, to be effective, must be received by the Administrative Agent not later than 1:00 p.m. 11:00 a.m. on the third second Business Day preceding the date of any conversion), (i) to convert any outstanding Borrowings of Prime Rate Loans to Borrowings of LIBO Loans, in the case of the Domestic Borrowers, Dollar denominated Prime Rate Loans to Borrowings of LIBO Loans or CD$ denominated Prime Rate Loans to Borrowings of BA Equivalent Loans, in the case of the Canadian Borrower, or (ii) to continue an outstanding Borrowing of LIBO Loans or BA Equivalent Loans for an additional Interest Period, or (iii) to convert any outstanding Borrowings of LIBO Loans to a Borrowing of dollar denominated Prime Rate Loans, and to convert any outstanding Borrowings of BA Equivalent Loans to a Borrowing of CD$ denominated Prime Rate Loans subject in each case to the following: (i) No Borrowing of Revolving Credit Loans may be converted into, or continued as, LIBO Loans or BA Equivalent Loans at any time when any Event of Specified Default has occurred and is continuing (nothing contained herein being deemed to obligate the Borrowers to incur Breakage Costs upon the occurrence and during the continuance of an Event of Default unless the Obligations are accelerated); (ii) If less than a full Borrowing of Revolving Credit Loans is converted, such conversion shall be made pro rata among the Domestic Lenders or Canadian Lenders, as applicable, based upon their Domestic Commitment Percentages or Canadian Commitment Percentages, as applicable, in accordance with the respective principal amounts of the Revolving Credit Loans comprising such Borrowing held by such Lenders immediately prior to such conversion; (iii) The aggregate principal amount of Prime Rate Loans being converted into into, or continued as as, LIBO Loans shall be in an integral of $1,000,000 and at least $5,000,000, and the aggregate principal amount of Prime Rate Loans being converted into, or continued as, BA Equivalent Loans shall be in an integral of CD$1,000,000 and at least CD$1,000,000; (iv) Each Lender shall effect each conversion by applying the proceeds of its new LIBO Loan or dollar denominated Prime Rate Loan, as the case may be, to its Revolving Credit Loan being so converted and also, in the case of each Canadian Lender, shall effect each conversion by applying the proceeds of its new BA Equivalent Loan or CD$ denominated Prime Rate Loan, as the case may be, to its Revolving Credit Loan being so converted; (v) The Interest Period with respect to a Borrowing of LIBO Loans or BA Equivalent Loans effected by a conversion or in respect to the Borrowing of LIBO Loans or BA Equivalent Loans being continued as LIBO Loans or BA Equivalent Loans, respectively, shall commence on the date of conversion or the expiration of the current Interest Period applicable to such continuing Borrowing, as the case may be; (vi) A Borrowing of LIBO Loans or BA Equivalent Loans may be converted only on the last day of an Interest Period applicable thereto, unless the applicable Borrower pays all Breakage Costs incurred in connection with such conversion; ; (vii) In no event shall more than fifteen (15) Borrowings of LIBO Loans be outstanding at any time or more than eight (8) Borrowings of BA Equivalent Loans be outstanding at any time and (viiviii) Each request for a conversion or continuation of a Borrowing of LIBO Loans or BA Equivalent Loans which fails to state an applicable Interest Period shall be deemed to be a request for an Interest Period of one (1) month. (b) If the Lead Borrower or the Canadian Borrower, as applicable, does not give notice to convert any Borrowing of LIBO Loans or BA Equivalent Loans, or does not give notice to continue, or does not have the right to continue, any Borrowing as LIBO Loans or BA Equivalent Loans, in each case as provided in SECTION 2.09(a) above, such Borrowing shall automatically be converted to, or continued as, as applicable, a Borrowing of dollar denominated Prime Rate Loans or a Borrowing of CD$ denominated Prime Rate Loans, at the expiration of the then-current Interest Period. The Administrative Agent or Canadian Agent, as applicable, shall, after it receives notice from the Lead Borrower or the Canadian Borrower, promptly give each Domestic Lender or Canadian Lender, as applicable, notice of any conversion, in whole or part, of any Revolving Credit Loan made by such Lender.

Conversion and Continuation of Revolving Credit Loans. (a) The Lead Borrower shall have the right at any time, on three (3) Business Days’ prior notice to the Administrative Agent (which notice, to be effective, must be received by the Administrative Agent not later than 1:00 p.m. on the third Business Day preceding the date of any conversion), (i) to convert any outstanding Borrowings of Prime Rate Loans to Borrowings of LIBO Loans, Provided that no Default or (ii) to continue an outstanding Borrowing of LIBO Loans for an additional Interest Period, or (iii) to convert any outstanding Borrowings of LIBO Loans to a Borrowing of Prime Rate Loans, subject in each case to the following: (i) No Borrowing of Revolving Credit Loans may be converted into, or continued as, LIBO Loans at any time when any Event of Default has occurred and is continuing then continuing, and subject to the terms of this Agreement, the Borrower shall have the option (nothing contained herein being deemed a) to obligate the Borrowers convert all or any portion of its outstanding Base Rate Loans in a principal amount equal to incur Breakage Costs upon the occurrence $5,000,000 or any whole multiple of $1,000,000 in excess thereof into one or more Offshore Rate Loans and during the continuance (b)(i) to convert all or any part of an Event its outstanding Offshore Rate Loans in a principal amount equal to $1,000,000 or a whole multiple of Default unless the Obligations are accelerated); $500,000 in excess thereof into Base Rate Loans or (ii) If less than a full Borrowing to continue Offshore Rate Loans as Offshore Rate Loans for an additional Interest Period; PROVIDED that if any conversion or continuation is made prior to the expiration of any Interest Period, the Borrower shall pay any amount required to be paid pursuant to Section 4.9 hereof. Whenever the Borrower desires to convert or continue Revolving Credit Loans or Swingline Loans as provided above, the Borrower shall give the Administrative Agent irrevocable prior written notice in the form attached as EXHIBIT F (a "NOTICE OF CONVERSION/CONTINUATION") not later than 11:00 a.m. (Charlotte time) three (3) Business Days before the day on which a proposed conversion or continuation of such Revolving Credit Loan or Swingline Loan is convertedto be effective (except in the case of a conversion of an Offshore Rate Loan to a Base Rate Loan, such conversion in which case same day notice not later than 11:00 a.m. (Charlotte time) by the Borrower shall be made pro rata among the Lenders based upon their Commitment Percentages in accordance with the respective principal amounts of sufficient) specifying (A) the Revolving Credit Loans comprising or Swingline Loans to be converted or continued, the facility under which such Borrowing held by such Lenders immediately prior to such conversion; (iii) The aggregate principal amount of Prime Rate Loans being converted into or continued as LIBO Loans shall be were made and, in an integral of $1,000,000 and at least $5,000,000; (iv) Each Lender shall effect each conversion by applying the proceeds of its new LIBO Loan or Prime Rate Loan, as the case may be, of any Offshore Rate Loan to its Revolving Credit Loan being so converted; (v) The Interest Period with respect to a Borrowing of LIBO Loans effected by a conversion or in respect to the Borrowing of LIBO Loans being continued as LIBO Loans shall commence on the date of conversion or the expiration of the current Interest Period applicable to such continuing Borrowing, as the case may be; (vi) A Borrowing of LIBO Loans may be converted only on or continued, the last day of an the Interest Period applicable theretotherefor, unless (B) the applicable Borrower pays all Breakage Costs incurred in connection with effective date of such conversion; and (vii) Each request for a conversion or continuation (which shall be a Business Day), (C) the principal amount of a Borrowing of LIBO such Revolving Credit Loans which fails to state an applicable be converted or continued and (D) the Interest Period shall be deemed to be a request for an Interest Period of one (1) month. (b) If the Lead Borrower does not give notice applicable to convert any Borrowing of LIBO Loans, or does not give notice to continue, or does not have the right to continue, any Borrowing as LIBO Loans, in each case as provided in SECTION 2.09(a) above, such Borrowing shall automatically be converted to, or continued as, as applicable, a Borrowing of Prime Offshore Rate Loans, at the expiration of the then-current Interest PeriodLoan. The Administrative Agent shall, after it receives notice from shall promptly notify the Lead Borrower, promptly give each Lender notice Lenders of any conversion, in whole or part, such Notice of any Revolving Credit Loan made by such LenderConversion/Continuation.

Conversion and Continuation of Revolving Credit Loans. (a) The Lead Borrower or the Canadian Borrower, as applicable, shall have the right at any time, on three two (32) Business Days’ prior notice to the Administrative Agent or the Canadian Agent, as applicable (which notice, to be effective, must be received by the Administrative Agent not later than 1:00 p.m. 11:00 a.m. on the third second Business Day preceding the date of any conversion), (i) to convert any outstanding Borrowings of Prime Rate Loans to Borrowings of LIBO Loans, in the case of the Domestic Borrowers, Dollar denominated Prime Rate Loans to Borrowings of LIBO Loans or CD$ denominated Prime Rate Loans to Borrowings (other than Canadian Tranche A-1 Loans) of BA Equivalent Loans, in the case of the Canadian Borrower, or (ii) to continue an outstanding Borrowing of LIBO Loans or BA Equivalent Loans for an additional Interest Period, or (iii) to convert any outstanding Borrowings of LIBO Loans to a Borrowing of dollar denominated Prime Rate Loans, and to convert any outstanding Borrowings of BA Equivalent Loans to a Borrowing of CD$ denominated Prime Rate Loans subject in each case to the following: (i) No Borrowing of Revolving Credit Loans may be converted into, or continued as, LIBO Loans or BA Equivalent Loans at any time when any Event of Specified Default has occurred and is continuing (nothing contained herein being deemed to obligate the Borrowers to incur Breakage Costs upon the occurrence and during the continuance of an Event of Default unless the Obligations are accelerated); (ii) If less than a full Borrowing of Revolving Credit Loans is converted, such conversion shall be made pro rata among the Domestic Lenders or Canadian Lenders, as applicable, based upon their Domestic Commitment Percentages or, Canadian Commitment Percentages, or Tranche A-1 Percentages, as applicable, in accordance with the respective principal amounts of the Revolving Credit Loans comprising such Borrowing held by such Lenders immediately prior to such conversion; (iii) The aggregate principal amount of Prime Rate Loans being converted into into, or continued as as, LIBO Loans shall be in an integral of $1,000,000 and at least $5,000,000, and the aggregate principal amount of Prime Rate Loans being converted into, or continued as, BA Equivalent Loans shall be in an integral of CD$1,000,000 and at least CD$1,000,000; (iv) Each Lender shall effect each conversion by applying the proceeds of its new LIBO Loan or dollar denominated Prime Rate Loan, as the case may be, to its Revolving Credit Loan being so converted and also, in the case of each Canadian Lender, shall effect each conversion by applying the proceeds of its new BA Equivalent Loan or CD$ denominated Prime Rate Loan, as the case may be, to its Revolving Credit Loan being so converted; (v) The Interest Period with respect to a Borrowing of LIBO Loans or BA Equivalent Loans effected by a conversion or in respect to the Borrowing of LIBO Loans or BA Equivalent Loans being continued as LIBO Loans or BA Equivalent Loans, respectively, shall commence on the date of conversion or the expiration of the current Interest Period applicable to such continuing Borrowing, as the case may be; (vi) A Borrowing of LIBO Loans or BA Equivalent Loans may be converted only on the last day of an Interest Period applicable thereto, unless the applicable Borrower pays all Breakage Costs incurred in connection with such conversion; ; (vii) In no event shall more than fifteen (15) Borrowings of LIBO Loans be outstanding at any time or more than eight (8) Borrowings of BA Equivalent Loans be outstanding at any time and (viiviii) Each request for a conversion or continuation of a Borrowing of LIBO Loans or BA Equivalent Loans which fails to state an applicable Interest Period shall be deemed to be a request for an Interest Period of one (1) month. (b) If the Lead Borrower or the Canadian Borrower, as applicable, does not give notice to convert any Borrowing of LIBO Loans or BA Equivalent Loans, or does not give notice to continue, or does not have the right to continue, any Borrowing as LIBO Loans or BA Equivalent Loans, in each case as provided in SECTION 2.09(a) above, such Borrowing shall automatically be converted to, or continued as, as applicable, a Borrowing of dollar denominated Prime Rate Loans or a Borrowing of CD$ denominated Prime Rate Loans, at the expiration of the then-current Interest Period. The Administrative Agent or Canadian Agent, as applicable, shall, after it receives notice from the Lead Borrower or the Canadian Borrower, promptly give each Domestic Lender or Canadian Lender, as applicable, notice of any conversion, in whole or part, of any Revolving Credit Loan made by such Lender.

Conversion and Continuation of Revolving Credit Loans. (ai) The Lead Borrower shall have the right at any time, on three (3) Business Days’ prior notice to the Administrative Agent (which notice, to be effective, must be received by the Administrative Agent not later than 1:00 p.m. 11:00 a.m. on the third Business Day preceding the date of any conversion), (i1) to convert any outstanding Borrowings of Prime Rate Loans (other than Swingline Loans) to Borrowings of LIBO LIBOR Loans, or (ii2) to continue an outstanding Borrowing of LIBO LIBOR Loans for an additional Interest Period, or (iii3) to convert any outstanding Borrowings of LIBO LIBOR Loans to a Borrowing of Prime Rate Loans, subject in each case . Each telephonic notice by the Lead Borrower pursuant to this SECTION 2.04(b) must be confirmed promptly by delivery to the followingAdministrative Agent of a written notice (which shall substantially be made in the form attached hereto as Exhibit B), appropriately completed and signed by a Responsible Officer of the Lead Borrower. Each such notice (whether telephonic or written) shall specify (1) whether the Lead Borrower is requesting a conversion of Revolving Credit Loans from one Type to the other, or a continuation of LIBOR Loans, (2) the requested date of the conversion or continuation, as the case may be (which shall be a Business Day), (3) the principal amount of Revolving Credit Loans to be converted or continued, (4) the Type of Revolving Credit Loans to which existing Revolving Credit Loans are to be converted, and (5) if applicable, the duration of the Interest Period with respect thereto. Notwithstanding the foregoing to the contrary: (iA) No Borrowing of Revolving Credit Loans may be converted into, or continued as, LIBO LIBOR Loans at any time when any Event of Default has occurred and is continuing (nothing contained herein being deemed to obligate the Borrowers to incur Breakage Costs upon the occurrence and during the continuance of an Event of Default unless the Obligations are accelerated)continuing; (iiB) If less than a full Borrowing of Revolving Credit Loans is converted, such conversion shall be made pro rata among the Lenders based upon their Commitment Percentages in accordance with the respective principal amounts of the Revolving Credit Loans comprising such Borrowing held by such Lenders immediately prior to such conversion; (iiiC) The aggregate principal amount of Prime Rate Loans being converted into or continued as LIBO LIBOR Loans shall be in an integral of $1,000,000 100,000 and at least $5,000,0002,000,000; (ivD) Each Lender shall effect each conversion by applying the proceeds of its new LIBO LIBOR Loan or Prime Rate Loan, as the case may be, to its Revolving Credit Loan being so converted; (vE) The Interest Period with respect to a Borrowing of LIBO LIBOR Loans effected by a conversion or in respect to the Borrowing of LIBO LIBOR Loans being continued as LIBO LIBOR Loans shall commence on the date of conversion or the expiration of the current Interest Period applicable to such continuing Borrowing, as the case may be; (viF) A Borrowing of LIBO LIBOR Loans may not be converted only on prior to the last day of an Interest Period applicable thereto, unless the applicable Borrower pays Borrowers pay all Breakage Costs incurred in connection with such conversion; and (viiG) Each request for a conversion or continuation of a Borrowing of LIBO LIBOR Loans which fails to state an applicable Interest Period shall be deemed to be a request for an Interest Period of one (1) month. (bii) If the Lead Borrower does not give notice to convert any Borrowing of LIBO LIBOR Loans, or does not give notice to continue, or does not have the right to continue, any Borrowing as LIBO LIBOR Loans, in each case as provided in SECTION 2.09(a2.04(b)(ii) above, such Borrowing shall automatically be converted to, or continued as, as applicable, a Borrowing of Prime Rate LoansLIBOR Loans with an Interest Period of one (1) month, at the expiration of the then-current Interest Period, provided that if an Event of Default then exists and is continuing, such Borrowing shall be converted to, or continued as a Prime Rate Loan. The Administrative Agent shall, after it receives notice from the Lead Borrower, promptly give each Lender notice of any conversion, in whole or part, of any Revolving Credit Loan made by such Lender.

Conversion and Continuation of Revolving Credit Loans. (a) The Lead Borrower shall have the right at any time, on three (3) Business Days’ prior notice to the Administrative Agent (which notice, to be effective, must be received by the Administrative Agent not later than 1:00 p.m. on the third Business Day preceding the date of any conversion), (i) to convert any outstanding Borrowings of Prime Rate Loans to Borrowings of LIBO Loans, or (ii) to continue an outstanding Borrowing of LIBO Loans for an additional Interest Period, or (iii) to convert any outstanding Borrowings of LIBO Loans to a Borrowing of Prime Rate Loans, subject in each case to the following: (i) No Borrowing of Revolving Credit Loans may be converted into, or continued as, LIBO Loans at any time when any Event of Default has occurred and is continuing (nothing contained herein being deemed to obligate the Borrowers to incur Breakage Costs upon the occurrence and during the continuance of an Event of Default unless the Obligations are accelerated); (ii) If less than a full Borrowing of Revolving Credit Loans is converted, such conversion shall be made pro rata among the Lenders based upon their Tranche A Commitment Percentages (or FILO Commitment Percentages, as the case may be) in accordance with the respective principal amounts of the Revolving Credit Loans comprising such Borrowing held by such Lenders immediately prior to such conversion; (iii) The aggregate principal amount of Prime Rate Loans being converted into or continued as LIBO Loans shall be in an integral of $1,000,000 and at least $5,000,000; (iv) Each Lender shall effect each conversion by applying the proceeds of its new LIBO Loan or Prime Rate Loan, as the case may be, to its Revolving Credit Loan being so converted; (v) The Interest Period with respect to a Borrowing of LIBO Loans effected by a conversion or in respect to the Borrowing of LIBO Loans being continued as LIBO Loans shall commence on the date of conversion or the expiration of the current Interest Period applicable to such continuing Borrowing, as the case may be; (vi) A Borrowing of LIBO Loans may not be converted only on prior to the last day of an Interest Period applicable thereto, unless the applicable Borrower pays all Breakage Costs incurred in connection with such conversion; and (vii) Each request for a conversion or continuation of a Borrowing of LIBO Loans which fails to state an applicable Interest Period shall be deemed to be a request for an Interest Period of one (1) month. (b) If the Lead Borrower does not give notice to convert any Borrowing of LIBO Loans, or does not give notice to continue, or does not have the right to continue, any Borrowing as LIBO Loans, in each case as provided in SECTION 2.09(a) above, such Borrowing shall automatically be converted to, or continued as, as applicable, a Borrowing of Prime Rate LoansLIBO Loans with an Interest Period of one (1) month, at the expiration of the then-current Interest Period, provided that if an Event of Default then exists and is continuing, such Borrowing shall be converted to, or continued as a Prime Rate Loan. The Administrative Agent shall, after it receives notice from the Lead Borrower, promptly give each Lender notice of any conversion, in whole or part, of any Revolving Credit Loan made by such Lender.

Conversion and Continuation of Revolving Credit Loans. (a) The Lead Borrower shall have the right at any time, on three (3) Business Days’ prior notice to the Administrative Agent (which notice, to be effective, must be received by the Administrative Agent not later than 1:00 p.m. 11:00 a.m. on the third Business Day preceding the date of any conversion), (i) to convert any outstanding Borrowings of Prime Rate Loans to Borrowings of LIBO Loans, or (ii) to continue an outstanding Borrowing of LIBO Loans for an additional Interest Period, or (iii) to convert any outstanding Borrowings of LIBO Loans to a Borrowing of Prime Rate Loans, subject in each case to the following: (i) No Borrowing of Revolving Credit Loans may be converted into, or continued as, LIBO Loans at any time when any Event of Default has occurred and is continuing (nothing contained herein being deemed to obligate the Borrowers to incur Breakage Costs upon the occurrence and during the continuance of an Event of Default unless the Obligations are accelerated); (ii) If less than a full Borrowing of Revolving Credit Loans is converted, such conversion shall be made pro rata among the Lenders based upon their Commitment Percentages in accordance with the respective principal amounts of the Revolving Credit Loans comprising such Borrowing held by such Lenders immediately prior to such conversion; (iii) The aggregate principal amount of Prime Rate Loans being converted into or continued as LIBO Loans shall be in an integral of $1,000,000 and at least $5,000,000; (iv) Each Lender shall effect each conversion by applying the proceeds of its new LIBO Loan or Prime Rate Loan, as the case may be, to its Revolving Credit Loan being so converted; (v) The Interest Period with respect to a Borrowing of LIBO Loans effected by a conversion or in respect to the Borrowing of LIBO Loans being continued as LIBO Loans shall commence on the date of conversion or the expiration of the current Interest Period applicable to such continuing Borrowing, as the case may be; (vi) A Borrowing of LIBO Loans may be converted only on the last day of an Interest Period applicable thereto, unless the applicable Borrower pays all Breakage Costs incurred in connection with such conversion; and (vii) Each request for a conversion or continuation of a Borrowing of LIBO Loans which fails to state an applicable Interest Period shall be deemed to be a request for an Interest Period of one (1) month. (b) If the Lead Borrower does not give notice to convert any Borrowing of LIBO Loans, or does not give notice to continue, or does not have the right to continue, any Borrowing as LIBO Loans, in each case as provided in SECTION 2.09(a) above, such Borrowing shall automatically be converted to, or continued as, as applicable, a Borrowing of Prime Rate Loans, at the expiration of the then-current Interest Period. The Administrative Agent shall, after it receives notice from the Lead Borrower, promptly give each Lender notice of any conversion, in whole or part, of any Revolving Credit Loan made by such Lender.

Conversion and Continuation of Revolving Credit Loans. (a) The Lead Borrower shall have the right at any time, on three (3) Business Days’ prior notice to the Administrative Agent (which notice, to be effective, must be received by the Administrative Agent not later than 1:00 p.m. on the third Business Day preceding the date of any conversion), (i) to convert any outstanding Borrowings of Prime Rate Loans to Borrowings of LIBO Loans, Provided that no Default or (ii) to continue an outstanding Borrowing of LIBO Loans for an additional Interest Period, or (iii) to convert any outstanding Borrowings of LIBO Loans to a Borrowing of Prime Rate Loans, subject in each case to the following: (i) No Borrowing of Revolving Credit Loans may be converted into, or continued as, LIBO Loans at any time when any Event of Default has occurred and is continuing then continuing, and subject to the terms of this Agreement, the Borrower shall have the option (nothing contained herein being deemed a) to obligate the Borrowers convert all or any portion of its outstanding Base Rate Loans in a principal amount equal to incur Breakage Costs upon the occurrence $5,000,000 or any whole multiple of $1,000,000 in excess thereof into one or more Offshore Rate Loans and during the continuance (b)(i) to convert all or any part of an Event its outstanding Offshore Rate Loans in a principal amount equal to $1,000,000 or a whole multiple of Default unless the Obligations are accelerated); $1,000,000 in excess thereof into Base Rate Loans or (ii) If less than a full Borrowing to continue Offshore Rate Loans as Offshore Rate Loans for an additional Interest Period; provided that if any conversion or continuation is made prior to the expiration of any Interest Period, the Borrower shall pay any amount required to be paid pursuant to Section 4.9 hereof. Whenever the Borrower desires to convert or continue Revolving Credit Loans as provided above, the Borrower shall give the Administrative Agent irrevocable prior written notice in the form attached as Exhibit F (a "Notice of Conversion/Continuation") not later than 12:00 noon (Charlotte time) three (3) Business Days before the day on which a proposed conversion or continuation of such Revolving Credit Loan is convertedto be effective (except in the case of a conversion of an Offshore Rate Loan to a Base Rate Loan, such conversion in which case same day notice not later than 11:00 a.m. (Charlotte time) by the Borrower shall be made pro rata among the Lenders based upon their Commitment Percentages in accordance with the respective principal amounts of sufficient) specifying (A) the Revolving Credit Loans comprising to be converted or continued, the facility under which such Borrowing held by such Lenders immediately prior to such conversion; (iii) The aggregate principal amount of Prime Rate Loans being converted into or continued as LIBO Loans shall be were made and, in an integral of $1,000,000 and at least $5,000,000; (iv) Each Lender shall effect each conversion by applying the proceeds of its new LIBO Loan or Prime Rate Loan, as the case may be, of any Offshore Rate Loan to its Revolving Credit Loan being so converted; (v) The Interest Period with respect to a Borrowing of LIBO Loans effected by a conversion or in respect to the Borrowing of LIBO Loans being continued as LIBO Loans shall commence on the date of conversion or the expiration of the current Interest Period applicable to such continuing Borrowing, as the case may be; (vi) A Borrowing of LIBO Loans may be converted only on or continued, the last day of an the Interest Period applicable theretotherefor, unless (B) the applicable Borrower pays all Breakage Costs incurred in connection with effective date of such conversion; and (vii) Each request for a conversion or continuation (which shall be a Business Day), (C) the principal amount of a Borrowing of LIBO such Revolving Credit Loans which fails to state an applicable be converted or continued and (D) the Interest Period shall be deemed to be a request for an Interest Period of one (1) month. (b) If the Lead Borrower does not give notice applicable to convert any Borrowing of LIBO Loans, or does not give notice to continue, or does not have the right to continue, any Borrowing as LIBO Loans, in each case as provided in SECTION 2.09(a) above, such Borrowing shall automatically be converted to, or continued as, as applicable, a Borrowing of Prime Offshore Rate Loans, at the expiration of the then-current Interest PeriodLoan. The Administrative Agent shall, after it receives notice from shall promptly notify the Lead Borrower, promptly give each Lender notice Lenders of any conversion, in whole or part, such Notice of any Revolving Credit Loan made by such LenderConversion/Continuation.

Conversion and Continuation of Revolving Credit Loans. (a) The Lead Borrower shall have the right at any time, on three (3) Business Days’ prior notice to the Administrative Agent (which notice, to be effective, must be received by the Administrative Agent not later than 1:00 p.m. on the third Business Day preceding the date of any conversion), (i) to convert any outstanding Borrowings of Prime Rate Loans to Borrowings of LIBO Loans, Provided that no Default or (ii) to continue an outstanding Borrowing of LIBO Loans for an additional Interest Period, or (iii) to convert any outstanding Borrowings of LIBO Loans to a Borrowing of Prime Rate Loans, subject in each case to the following: (i) No Borrowing of Revolving Credit Loans may be converted into, or continued as, LIBO Loans at any time when any Event of Default has occurred and is continuing then continuing, and subject to the terms of this Agreement, the Parent Borrower (nothing contained herein being deemed on its own behalf or on behalf of any Unrestricted Subsidiary Borrower) shall have the option (a) to obligate the Borrowers convert all or any portion of its outstanding Alternate Base Rate Loans in a principal amount equal to incur Breakage Costs upon the occurrence $5,000,000 or any whole multiple of $1,000,000 in excess thereof into one or more Dollar Eurocurrency Rate Loans and during the continuance (b)(i) to convert all or any part of an Event its outstanding Dollar Eurocurrency Rate Loans in a principal amount equal to $1,000,000 or a whole multiple of Default unless the Obligations are accelerated); $1,000,000 in excess thereof into Alternate Base Rate Loans or (ii) If less than a full Borrowing to continue Eurocurrency Rate Loans as Eurocurrency Rate Loans for an additional Interest Period; provided that if any conversion or continuation is made prior to the expiration of any Interest Period, the relevant Borrower shall pay any amount required to be paid pursuant to Section 4.9 hereof. Whenever any Borrower desires to convert or continue Revolving Credit Loans is convertedas provided above, such Borrower shall give the Administrative Agent irrevocable prior written notice in the form attached as Exhibit G (a "Notice of Conversion/Continuation") not later than 12:00 noon, Local Time, four (4) Business Days before the day on which a proposed conversion or continuation of such Revolving Credit Loan is to be effective (except in the case of a conversion of a Dollar Eurocurrency Rate Loan to a Alternate Base Rate Loan, in which case same day notice not later than 11:00 a.m., Local Time, by such Borrower shall be made pro rata among the Lenders based upon their Commitment Percentages in accordance with the respective principal amounts of sufficient) specifying (A) the Revolving Credit Loans comprising such Borrowing held by such Lenders immediately prior to such conversion; (iii) The aggregate principal amount of Prime Rate Loans being be converted into or continued as LIBO Loans shall be and, in an integral of $1,000,000 and at least $5,000,000; (iv) Each Lender shall effect each conversion by applying the proceeds of its new LIBO Loan or Prime Rate Loan, as the case may be, of any Eurocurrency Rate Loan to its Revolving Credit Loan being so converted; (v) The Interest Period with respect to a Borrowing of LIBO Loans effected by a conversion or in respect to the Borrowing of LIBO Loans being continued as LIBO Loans shall commence on the date of conversion or the expiration of the current Interest Period applicable to such continuing Borrowing, as the case may be; (vi) A Borrowing of LIBO Loans may be converted only on or continued, the last day of an the Interest Period applicable theretotherefor, unless (B) the applicable Borrower pays all Breakage Costs incurred in connection with effective date of such conversion; and (vii) Each request for a conversion or continuation (which shall be a Business Day), (C) the principal amount of a Borrowing of LIBO such Revolving Credit Loans which fails to state an applicable be converted or continued and (D) the Interest Period shall be deemed to be a request for an Interest Period of one (1) month. (b) If the Lead Borrower does not give notice applicable to convert any Borrowing of LIBO Loans, or does not give notice to continue, or does not have the right to continue, any Borrowing as LIBO Loans, in each case as provided in SECTION 2.09(a) above, such Borrowing shall automatically be converted to, or continued as, as applicable, a Borrowing of Prime Eurocurrency Rate Loans, at the expiration of the then-current Interest PeriodLoan. The Administrative Agent shall, after it receives notice from shall promptly notify the Lead Borrower, promptly give each Lender notice Lenders of any conversion, in whole or part, such Notice of any Revolving Credit Loan made by such LenderConversion/Continuation.

Conversion and Continuation of Revolving Credit Loans. (a) The Lead Borrower shall have the right at any time, on three (3) Business Days’ prior notice to the Administrative Agent (which notice, to be effective, must be received by the Administrative Agent not later than 1:00 12:30 p.m. on the third Business Day preceding the date of any conversion), (i) to convert any outstanding Borrowings of Prime Rate Loans to Borrowings of LIBO Loans, or (ii) to continue an outstanding Borrowing of LIBO Loans for an additional Interest Period, or (iii) to convert any outstanding Borrowings of LIBO Loans to a Borrowing of Prime Rate Loans, subject in each case to the following: (i) No Borrowing of Revolving Credit Loans may be converted into, or continued as, LIBO Loans at any time when any Event of Default has occurred and is continuing (nothing contained herein being deemed to obligate the Borrowers to incur Breakage Costs upon the occurrence and during the continuance of an Event of Default unless the Obligations are accelerated); (ii) If less than a full Borrowing of Revolving Credit Loans is converted, such conversion shall be made pro rata among the Lenders based upon their Commitment Percentages in accordance with the respective principal amounts of the Revolving Credit Loans comprising such Borrowing held by such Lenders immediately prior to such conversion; (iii) The aggregate principal amount of Prime Rate Loans being converted into or continued as LIBO Loans shall be in an integral a minimum amount of $1,000,000 and at least $5,000,000in integral multiples thereof; (iv) Each Lender shall effect each conversion by applying the proceeds of its new LIBO Loan or Prime Rate Loan, as the case may be, to its Revolving Credit Loan being so converted; (v) The Interest Period with respect to a Borrowing of LIBO Loans effected by a conversion or in respect to the Borrowing of LIBO Loans being continued as LIBO Loans shall commence on the date of conversion or the expiration of the current Interest Period applicable to such continuing Borrowing, as the case may be; (vi) A Borrowing of LIBO Loans may not be converted only on prior to the last day of an Interest Period applicable thereto, unless the applicable Borrower pays all Breakage Costs incurred in connection with such conversion; and (vii) Each request for a conversion or continuation of a Borrowing of LIBO Loans which fails to state an applicable Interest Period shall be deemed to be a request for an Interest Period of one (1) month. (b) If the Lead Borrower does not give notice to convert any Borrowing of LIBO Loans, or does not give notice to continue, or does not have the right to continue, any Borrowing as LIBO Loans, in each case as provided in SECTION 2.09(a) above, such Borrowing shall automatically be converted to, or continued as, as applicable, a Borrowing of Prime Rate LoansLIBO Loans with an Interest Period of one (1) month, at the expiration of the then-current Interest Period, provided that if an Event of Default then exists and is continuing, such Borrowing shall be converted to, or continued as a Prime Rate Loan. The Administrative Agent shall, after it receives notice from the Lead Borrower, promptly give each Lender notice of any conversion, in whole or part, of any Revolving Credit Loan made by such Lender.

Conversion and Continuation of Revolving Credit Loans. (ai) The Lead Borrower shall have the right at any time, on three (3) Business Days’ prior notice to the Administrative Agent (which notice, to be effective, must be received by the Administrative Agent not later than 1:00 p.m. 11:00 a.m. on the third Business Day preceding the date of any conversion), (i1) to convert any outstanding Borrowings of Prime Rate Loans (other than Swingline Loans) to Borrowings of LIBO Loans, or (ii2) to continue an outstanding Borrowing of LIBO Loans for an additional Interest Period, or (iii3) to convert any outstanding Borrowings of LIBO Loans to a Borrowing of Prime Rate Loans, subject in each case . Each telephonic notice by the Borrower pursuant to this Section 2.09(a) must be confirmed promptly by delivery to the followingAdministrative Agent of a written notice (which shall substantially be made in the form attached hereto as Exhibit C), appropriately completed and signed by a Responsible Officer of the Borrower. Each such (whether telephonic or written) shall specify (1) whether the Borrower is requesting a conversion of Revolving Credit Loans from one Type to the other, or a continuation of LIBO Loans, (2) the requested date of the conversion or continuation, as the case may be (which shall be a Business Day), (3) the principal amount of Revolving Credit Loans to be converted or continued, (4) the Type of Revolving Credit Loans to which existing Revolving Credit Loans are to be converted, and (5) if applicable, the duration of the Interest Period with respect thereto. Notwithstanding the foregoing to the contrary: (iA) No Borrowing of Revolving Credit Loans may be converted into, or continued as, LIBO Loans at any time when any Event of Default has occurred and is continuing (nothing contained herein being deemed to obligate the Borrowers to incur Breakage Costs upon the occurrence and during the continuance of an Event of Default unless the Obligations are accelerated)continuing; (iiB) If less than a full Borrowing of Revolving Credit Loans is converted, such conversion shall be made pro rata among the Lenders based upon their Commitment Percentages in accordance with the respective principal amounts of the Revolving Credit Loans comprising such Borrowing held by such Lenders immediately prior to such conversion; (iiiC) The aggregate principal amount of Prime Rate Loans being converted into or continued as LIBO Loans shall be in an integral of $1,000,000 and at least $5,000,000; (ivD) Each Lender shall effect each conversion by applying the proceeds of its new LIBO Loan or Prime Rate Loan, as the case may be, to its Revolving Credit Loan being so converted; (vE) The Interest Period with respect to a Borrowing of LIBO Loans effected by a conversion or in respect to the Borrowing of LIBO Loans being continued as LIBO Loans shall commence on the date of conversion or the expiration of the current Interest Period applicable to such continuing Borrowing, as the case may be; (viF) A Borrowing of LIBO Loans may not be converted only on prior to the last day of an Interest Period applicable thereto, unless the applicable Borrower pays all Breakage Costs incurred in connection with such conversion; and (viiG) Each request for a conversion or continuation of a Borrowing of LIBO Loans which fails to state an applicable Interest Period shall be deemed to be a request for an Interest Period of one (1) month. (bii) If the Lead Borrower does not give notice to convert any Borrowing of LIBO Loans, or does not give notice to continue, or does not have the right to continue, any Borrowing as LIBO Loans, in each case as provided in SECTION 2.09(a2.04(b)(ii) above, such Borrowing shall automatically be converted to, or continued as, as applicable, a Borrowing of Prime Rate LoansLIBO Loans with an Interest Period of one (1) month, at the expiration of the then-current Interest Period, provided that if an Event of Default then exists and is continuing, such Borrowing shall be converted to, or continued as a Prime Rate Loan. The Administrative Agent shall, after it receives notice from the Lead Borrower, promptly give each Lender notice of any conversion, in whole or part, of any Revolving Credit Loan made by such Lender.

Conversion and Continuation of Revolving Credit Loans. (ai) The Lead Borrower Each conversion of Revolving Credit Loans from one Type to the other, and each continuation of LIBOR Loans shall have be made upon the right at any time, on three (3) Business DaysBorrowers’ prior irrevocable notice to the Administrative Agent, which may be given by (A) telephone or (B) a Notice of Borrowing; provided that any telephonic notice must be confirmed immediately by delivery to the Administrative Agent (which notice, to be effective, of a Notice of Borrowing. Each such Notice of Borrowing must be received by the Administrative Agent not later than 1:00 p.m. on 11:00 a.m. three (3) Business Days prior to the third Business Day preceding the requested date of any conversionconversion to or continuation of LIBOR Loans or of any conversion of LIBOR Loans to Prime Rate Loans. Each such Notice of Borrowing shall specify (1) whether the Borrowers are requesting a conversion of Revolving Credit Loans from one Type to the other, or a continuation of LIBOR Loans, (2) the requested date of the conversion or continuation, as the case may be (which shall be a Business Day), (i3) to convert any outstanding Borrowings the principal amount of Prime Rate Revolving Credit Loans to Borrowings be converted or continued, (4) the Type of LIBO Loans, or (ii) to continue an outstanding Borrowing of LIBO Loans for an additional Interest Period, or (iii) to convert any outstanding Borrowings of LIBO Revolving Credit Loans to a Borrowing which existing Revolving Credit Loans are to be converted and (5) if applicable, the duration of Prime Rate Loans, subject in each case the Interest Period with respect thereto. Notwithstanding the foregoing to the followingcontrary: (iA) No Borrowing of Revolving Credit Loans may be converted into, or continued as, LIBO LIBOR Loans at any time when any Event of Default has occurred and is continuing (nothing contained herein being deemed to obligate the Borrowers to incur Breakage Costs upon the occurrence and during the continuance of an Event of Default unless the Obligations are accelerated)continuing; (iiB) If less than a full Borrowing of Revolving Credit Loans is converted, such conversion shall be made pro rata among the Lenders based upon their Commitment Percentages in accordance with the respective principal amounts of the Revolving Credit Loans comprising such Borrowing held by such Lenders immediately prior to such conversion; (iiiC) The aggregate principal amount of Prime Rate Loans being converted into or continued as LIBO LIBOR Loans shall be in an integral of $1,000,000 100,000 and at least $5,000,0002,000,000; (ivD) Each Lender shall effect each conversion by applying the proceeds of its new LIBO LIBOR Loan or Prime Rate Loan, as the case may be, to its Revolving Credit Loan being so converted; (vE) The Interest Period with respect to a Borrowing of LIBO LIBOR Loans effected by a conversion or in respect to the Borrowing of LIBO LIBOR Loans being continued as LIBO LIBOR Loans shall commence on the date of conversion or the expiration of the current Interest Period applicable to such continuing Borrowing, as the case may be; (viF) A Borrowing of LIBO LIBOR Loans may not be converted only on prior to the last day of an Interest Period applicable thereto, unless the applicable Borrower pays Borrowers pay all Breakage Costs incurred in connection with such conversion; and (viiG) Each request for a conversion or continuation of a Borrowing of LIBO LIBOR Loans which fails to state an applicable Interest Period shall be deemed to be a request for an Interest Period of one (1) month. (bii) If the Lead Borrower does Borrowers do not give notice to convert any Borrowing of LIBO LIBOR Loans, or does not give notice to continue, or does not have the right to continue, any Borrowing as LIBO LIBOR Loans, in each case as provided in SECTION 2.09(aSection 2.04(b)(ii) above, such Borrowing shall automatically be converted to, or continued as, as applicable, a Borrowing of Prime Rate LoansLIBOR Loans with an Interest Period of one (1) month, at the expiration of the then-current Interest Period, provided that if an Event of Default then exists and is continuing, such Borrowing shall be converted to, or continued as a Prime Rate Loan. The Administrative Agent shall, after it receives notice from the Lead each Borrower, promptly give each Lender notice of any conversion, in whole or part, of any Revolving Credit Loan made by such Lender.

Conversion and Continuation of Revolving Credit Loans. (ai) The Lead Borrower Each conversion of Revolving Credit Loans from one Type to the other, and each continuation of LIBOR Loans shall have be made upon the right at any time, on three (3) Business DaysBorrowers’ prior irrevocable notice to the Administrative Agent, which may be given by (A) telephone or (B) a Notice of Borrowing; provided that any telephonic notice must be confirmed immediately by delivery to the Administrative Agent (which notice, to be effective, of a Notice of Borrowing. Each such Notice of Borrowing must be received by the Administrative Agent not later than 1:00 p.m. on 11:00 a.m. three (3) Business Days prior to the third Business Day preceding the requested date of any conversionconversion to or continuation of LIBOR Loans or of any conversion of LIBOR Loans to Prime Rate Loans. Each such Notice of Borrowing shall specify (1) whether the Borrowers are requesting a conversion of Revolving Credit Loans from one Type to the other, or a continuation of LIBOR Loans, (2) the requested date of the conversion or continuation, as the case may be (which shall be a Business Day), (i3) to convert any outstanding Borrowings the principal amount of Prime Rate Revolving Credit Loans to Borrowings be converted or continued, (4) the Type of LIBO Loans, or (ii) to continue an outstanding Borrowing of LIBO Loans for an additional Interest Period, or (iii) to convert any outstanding Borrowings of LIBO Revolving Credit Loans to a Borrowing which existing Revolving Credit Loans are to be converted and (5) if applicable, the duration of Prime Rate Loans, subject in each case the Interest Period with respect thereto. Notwithstanding the foregoing to the followingcontrary: (iA) No Borrowing of Revolving Credit Loans may be converted into, or continued as, LIBO LIBOR Loans at any time when any Event of Default has occurred and is continuing (nothing contained herein being deemed to obligate the Borrowers to incur Breakage Costs upon the occurrence and during the continuance of an Event of Default unless the Obligations are accelerated)continuing; (iiB) If less than a full Borrowing of Revolving Credit Loans is converted, such conversion shall be made pro rata among the Lenders based upon their Commitment Percentages in accordance with the respective principal amounts of the Revolving Credit Loans comprising such Borrowing held by such Lenders immediately prior to such conversion; (iiiC) The aggregate principal amount of Prime Rate Loans being converted into or continued as LIBO LIBOR Loans shall be in an integral of $1,000,000 100,000 and at least $5,000,0002,000,000; (ivD) Each Lender shall effect each conversion by applying the proceeds of its new LIBO LIBOR Loan or Prime Rate Loan, as the case may be, to its Revolving Credit Loan being so converted; (vE) The Interest Period with respect to a Borrowing of LIBO LIBOR Loans effected by a conversion or in respect to the Borrowing of LIBO LIBOR Loans being continued as LIBO LIBOR Loans shall commence on the date of conversion or the expiration of the current Interest Period applicable to such continuing Borrowing, as the case may be;; DB1/ 118785215.8 (viF) A Borrowing of LIBO LIBOR Loans may not be converted only on prior to the last day of an Interest Period applicable thereto, unless the applicable Borrower pays Borrowers pay all Breakage Costs incurred in connection with such conversion; and (viiG) Each request for a conversion or continuation of a Borrowing of LIBO LIBOR Loans which fails to state an applicable Interest Period shall be deemed to be a request for an Interest Period of one (1) month. (bii) If the Lead Borrower does Borrowers do not give notice to convert any Borrowing of LIBO LIBOR Loans, or does not give notice to continue, or does not have the right to continue, any Borrowing as LIBO LIBOR Loans, in each case as provided in SECTION 2.09(aSection 2.04(b)(ii) above, such Borrowing shall automatically be converted to, or continued as, as applicable, a Borrowing of Prime Rate LoansLIBOR Loans with an Interest Period of one (1) month, at the expiration of the then-current Interest Period, provided that if an Event of Default then exists and is continuing, such Borrowing shall be converted to, or continued as a Prime Rate Loan. The Administrative Agent shall, after it receives notice from the Lead each Borrower, promptly give each Lender notice of any conversion, in whole or part, of any Revolving Credit Loan made by such Lender.

Conversion and Continuation of Revolving Credit Loans. (a) The Lead Borrower shall have the right at any time, on three (3) Business Days’ time upon prior irrevocable notice to the Administrative Agent (which notice, to be effective, must be received by the Administrative Agent i) not later than 1:00 p.m. 10:00 a.m. (New York time) on the third Business Day preceding day of the date conversion, to convert all or any part of any conversion)Borrowing consisting of LIBOR Loans or BA Rate Loans into a Borrowing consisting of Base Rate Loans, (iii) not later than 10:00 a.m. (New York time) on the day of the conversion or continuation, to convert all or any part of any Borrowing consisting of LIBOR Loans or Base Rate Loans into a Borrowing consisting of BA Rate Loans or to continue any Borrowing consisting of BA Rate Loans for an additional Interest Period and (iii) not later than 10:00 a.m. (New York time) three Banking Days prior to conversion or continuation, to convert any outstanding Borrowings Borrowing consisting of Prime Base Rate Loans to Borrowings or BA Rate Loans into a Borrowing consisting of LIBO LIBOR Loans, or (ii) to continue an outstanding any Borrowing consisting of LIBO LIBOR Loans for an additional Interest Period, or (iii) provided that the Borrower shall have provided to convert any outstanding Borrowings the Administrative Agent a Notice of LIBO Loans to a Borrowing of Prime Rate Loans, Conversion/Continuation and subject in each case to the following: (a) if less than all the outstanding principal amount of any Borrowing shall be converted into or continued as (i) No BA Rate Loans, the aggregate principal amount of the Borrowing so converted into or continued as BA Rate Loans shall be an integral multiple of Revolving Credit $100,000 and not less than $2,000,000, (ii) LIBOR Loans, the aggregate principal amount of the Borrowing so converted into or continued as LIBOR Loans shall be an integral multiple of $100,000 and not less than $5,000,000 or (iii) Base Rate Loans, the aggregate principal amount of the Borrowing so converted into or continued as Base Rate Loans shall be not less than $250,000, and, if greater than $250,000, shall be an integral multiple of $100,000; (b) accrued interest on a Borrowing (or portion thereof) being converted shall be paid by the Borrower at the time of conversion; (c) if any Borrowing consisting of LIBOR Loans or BA Rate Loans is converted at a time other than the end of the Interest Period applicable thereto, the Borrower shall pay, upon demand, any amounts due to the Banks pursuant to Article 5 hereof; (i) any portion of a Borrowing maturing or required to be repaid in less than one month may not be converted into or continued as a Borrowing consisting of LIBOR Loans and (ii) any portion of a Borrowing maturing or required to be repaid in less than 30 days may not be converted into or continued as a Borrowing consisting of BA Rate Loans; (e) any portion of a Borrowing consisting of LIBOR Loans or BA Rate Loans which cannot be continued as such by reason of clause (d) above shall be automatically converted at the end of the Interest Period in effect for such Borrowing into a Borrowing consisting of Base Rate Loans; (f) no Interest Period may be converted into, selected for any Borrowing consisting of LIBOR Loans or continued as, LIBO BA Rate Loans at that would end later than the applicable Loan Maturity Date except with the prior written consent of all Banks; (g) all conversions and continuations shall be subject to the provisions of Section 5.4 hereof; (h) no conversion of any time when Borrowing into a Borrowing consisting of LIBOR Loans or BA Rate Loans and no continuation of any Borrowing consisting of LIBOR Loans or BA Rate Loans shall be effective if a Default or Event of Default has occurred and is continuing continuing; and (nothing contained herein being deemed i) the minimum amounts set forth in Section 4.7(a) hereof shall also apply to obligate the Borrowers initial Term Loans. Each notice pursuant to incur Breakage Costs upon this Section 4.7 shall be irrevocable and shall refer to this Agreement and specify (i) the occurrence identity and during amount of the continuance of an Event of Default unless the Obligations are accelerated); Borrowing to be converted or continued, (ii) If less than a full Borrowing of Revolving Credit Loans is converted, such conversion shall be made pro rata among the Lenders based upon their Commitment Percentages in accordance with the respective principal amounts of the Revolving Credit Loans comprising whether such Borrowing held by such Lenders immediately prior is to such conversion; be converted to or continued as a Borrowing consisting of LIBOR Loans, BA Rate Loans or Base Rate Loans, (iii) The aggregate principal amount if such notice requests a conversion, the date of Prime Rate Loans being such conversion (which shall be a Banking Day) and (iv) if such Borrowing is to be converted into to or continued as LIBO a Borrowing consisting of LIBOR Loans shall be in an integral of $1,000,000 and at least $5,000,000; (iv) Each Lender shall effect each conversion by applying or BA Rate Loans, the proceeds of its new LIBO Loan or Prime Rate Loan, as the case may be, to its Revolving Credit Loan being so converted; (v) The Interest Period with respect thereto. If no Interest Period is specified in any such notice with respect to any conversion to or continuation as a Borrowing consisting of LIBO LIBOR Loans effected by a conversion or in respect to BA Rate Loans, the Borrowing of LIBO Loans being continued as LIBO Loans shall commence on the date of conversion or the expiration of the current Interest Period applicable to such continuing Borrowing, as the case may be; (vi) A Borrowing of LIBO Loans may be converted only on the last day of an Interest Period applicable thereto, unless the applicable Borrower pays all Breakage Costs incurred in connection with such conversion; and (vii) Each request for a conversion or continuation of a Borrowing of LIBO Loans which fails to state an applicable Interest Period shall be deemed to be a request for have selected an Interest Period of one (1) month. (b) If 's duration, in the Lead Borrower does not give notice to convert any Borrowing case of LIBO LIBOR Loans, or does not give notice to continue, or does not have the right to continue, any Borrowing as LIBO Loans30 days' duration, in each the case as provided of BA Rate Loans. If no notice shall have been given in SECTION 2.09(a) aboveaccordance with this Section 4.7 to convert or continue any Borrowing, such Borrowing shall automatically be converted to, or continued as, as applicable, a Borrowing of Prime Rate Loansshall, at the expiration end of the then-current Interest Period. The Administrative Agent shall, after it receives notice from Period applicable thereto (unless repaid pursuant to the Lead Borrower, promptly give each Lender notice terms hereof) automatically be continued as or converted to a Borrowing consisting of any conversion, in whole or part, of any Revolving Credit Loan made by such LenderBase Rate Loans.

Conversion and Continuation of Revolving Credit Loans. (a) i. The Lead Borrower shall have the right at any time, on three (3) Business Days’ prior notice to the Administrative Agent (which notice, to be effective, must be received by the Administrative Agent not later than 1:00 p.m. 11:00 a.m. on the third Business Day preceding the date of any conversion), (i) to convert any outstanding Borrowings of Prime Rate Loans to Borrowings of LIBO LIBOR Rate Loans, or (ii) to continue an outstanding Borrowing of LIBO LIBOR Rate Loans for an additional Interest Period, or (iii) to convert any outstanding Borrowings of LIBO LIBOR Rate Loans to a Borrowing of Prime Rate Loans, subject in each case to the following: (ia) No Borrowing of Revolving Credit Loans may be converted into, or continued as, LIBO LIBOR Rate Loans at any time when any Event of Default has occurred and is continuing (nothing contained herein being deemed to obligate the Borrowers to incur Breakage Costs upon the occurrence and during the continuance of an Event of Default unless the Obligations are accelerated); (iib) If less than a full Borrowing of Revolving Credit Loans is converted, such conversion shall be made pro rata among the Lenders based upon their Commitment Percentages in accordance with the respective principal amounts of the Revolving Credit Loans comprising such Borrowing held by such Lenders immediately prior to such conversion; (iiic) The aggregate principal amount of Prime Rate Loans being converted into or continued as LIBO LIBOR Rate Loans shall be in an integral of $1,000,000 and at least $5,000,000; (ivd) Each Lender shall effect each conversion by applying the proceeds of its new LIBO LIBOR Rate Loan or Prime Rate Loan, as the case may be, to its Revolving Credit Loan being so converted; (ve) The Interest Period with respect to a Borrowing of LIBO LIBOR Rate Loans effected by a conversion or in respect to the Borrowing of LIBO LIBOR Rate Loans being continued as LIBO LIBOR Rate Loans shall commence on the date of conversion or the expiration of the current Interest Period applicable to such continuing Borrowing, as the case may be; (vif) A Borrowing of LIBO LIBOR Rate Loans may be converted only on the last day of an Interest Period applicable thereto, unless the applicable Borrower pays all Breakage Costs incurred in connection with such conversion; g) In no event shall more than ten (10) Borrowings of LIBOR Rate Loans be outstanding at any time or more than two (2) Borrowings of LIBOR Rate Loans having an Interest Period of less than one (1) month be selected by the Lead Borrower in any thirty (30) day period; and (viih) Each request for a conversion or continuation of a Borrowing of LIBO LIBOR Rate Loans which fails to state an applicable Interest Period shall be deemed to be a request for an Interest Period of one (1) month. (b) ii. If the Lead Borrower does not give notice to convert any Borrowing of LIBO LIBOR Rate Loans, or does not give notice to continue, or does not have the right to continue, any Borrowing as LIBO LIBOR Rate Loans, in each case as provided in SECTION 2.09(a) above, such Borrowing shall automatically be converted to, or continued as, as applicable, a Borrowing of Prime Rate Loans, at the expiration of the then-current Interest Period. The Administrative Agent shall, after it receives notice from the Lead Borrower, promptly give each Lender notice of any conversion, in whole or part, of any Revolving Credit Loan made by such Lender.

Conversion and Continuation of Revolving Credit Loans. (a) The Lead Borrower shall have the right at any time, on three (3) Business Days’ prior notice to the Administrative Agent (which noticenotice shall substantially be made in the form attached hereto as Exhibit O or such other form as agreed by the Administrative Agent and the Lead Borrower and, to be effective, must be received by the Administrative Agent not later than 1:00 p.m. 11:00 a.m. on the third Business Day preceding the date of any conversion), (i) to convert any outstanding Borrowings of Prime Rate Loans to Borrowings of LIBO LIBOR Rate Loans, or (ii) to continue an outstanding Borrowing of LIBO LIBOR Rate Loans for an additional Interest Period, or (iii) to convert any outstanding Borrowings of LIBO LIBOR Rate Loans to a Borrowing of Prime Rate LoansLoans , subject in each case to the following: (i) No Borrowing of Revolving Credit Loans may be converted into, or continued as, LIBO LIBOR Rate Loans at any time when any Event of Default has occurred and is continuing (nothing contained herein being deemed to obligate the Borrowers to incur Breakage Costs upon the occurrence and during the continuance of an Event of Default unless the Obligations are accelerated); (ii) If less than a full Borrowing of Revolving Credit Loans is converted, such conversion shall be made pro rata among the Lenders based upon their Commitment Percentages in accordance with the respective principal amounts of the Revolving Credit Loans comprising such Borrowing held by such Lenders immediately prior to such conversion; (iii) The aggregate principal amount of Prime Rate Loans being converted into or continued as LIBO LIBOR Rate Loans shall be in an integral of $1,000,000 and at least $5,000,000; (iv) Each Lender shall effect each conversion by applying the proceeds of its new LIBO LIBOR Rate Loan or Prime Rate Loan, as the case may be, to its Revolving Credit Loan being so converted; (v) The Interest Period with respect to a Borrowing of LIBO LIBOR Rate Loans effected by a conversion or in respect to the Borrowing of LIBO LIBOR Rate Loans being continued as LIBO LIBOR Rate Loans shall commence on the date of conversion or the expiration of the current Interest Period applicable to such continuing Borrowing, as the case may be; (vi) A Borrowing of LIBO LIBOR Rate Loans may be converted only on the last day of an Interest Period applicable thereto, unless the applicable Borrower pays all Breakage Costs incurred in connection with such conversion; (vii) In no event shall more than ten (10) Borrowings of LIBOR Rate Loans be outstanding at any time or more than two (2) Borrowings of LIBOR Rate Loans having an Interest Period of less than one (1) month be selected by the Lead Borrower in any thirty (30) day period; and (viiviii) Each request for a conversion or continuation of a Borrowing of LIBO LIBOR Rate Loans which fails to state an applicable Interest Period shall be deemed to be a request for an Interest Period of one (1) month. (b) If the Lead Borrower does not give notice to convert any Borrowing of LIBO LIBOR Rate Loans, or does not give notice to continue, or does not have the right to continue, any Borrowing as LIBO LIBOR Rate Loans, in each case as provided in SECTION Section 2.09(a) above, such Borrowing shall automatically be converted to, or continued as, as applicable, a Borrowing of Prime Rate Loans, at the expiration of the then-current Interest Period. The Administrative Agent shall, after it receives notice from the Lead Borrower, promptly give each Lender notice of any conversion, in whole or part, of any Revolving Credit Loan made by such Lender.

Conversion and Continuation of Revolving Credit Loans. (a) The Lead Borrower shall have the right at any time, on three (3) Business Days’ prior irrevocable notice to the Administrative Agent (which notice, to be effective, must be received by the Administrative Agent not later than 1:00 p.m. on the third Business Day preceding the date of any conversion), (i) to convert any outstanding Borrowings of Prime Rate Loans to Borrowings of LIBO Loans, or (ii) to continue an outstanding Borrowing of LIBO Loans for an additional Interest Period, or (iii) to convert any outstanding Borrowings of LIBO Loans to a Borrowing of Prime Rate Loans, subject in each case to the following: (i) No Borrowing of Revolving Credit Loans or the outstanding FILO Loan may be converted into, or continued as, LIBO Loans at any time when any an Event of Default has occurred and is continuing (nothing contained herein being deemed to obligate the Borrowers to incur Breakage Costs upon the occurrence and during the continuance of an Event of Default unless the Obligations are accelerated)continuing; (ii) If less than a full Borrowing of Revolving Credit Loans is converted, such conversion shall be made pro rata among the Revolving Lenders based upon their Revolving Commitment Percentages Percentages, in accordance with the respective principal amounts of the Revolving Credit Loans comprising such Borrowing held by such Revolving Lenders immediately prior to such conversion; (iii) The aggregate principal amount of Prime Rate Loans being converted into or continued as LIBO Loans shall be in an integral of $1,000,000 and at least $5,000,000or, with respect to the FILO Loan, the entire amount of the FILO Loan then outstanding; (iv) Each Lender shall effect each conversion by applying the proceeds of its new LIBO Loan or Prime Rate Loan, as the case may be, to its Revolving Credit Loan or the outstanding amount of the FILO Loan being so converted; (v) The Interest Period with respect to a Borrowing of LIBO Loans effected by a conversion or in respect to the Borrowing of LIBO Loans being continued as LIBO Loans Loans, shall commence on the date of conversion or the expiration of the current Interest Period applicable to such continuing Borrowing, as the case may be; (vi) A Borrowing of LIBO Loans may be converted only on the last day of an Interest Period applicable thereto, unless thereto except to the extent that any applicable Borrower pays all Breakage Costs incurred in connection with such conversionconversion on any other day are paid by the Borrower pursuant to SECTION 2.16; and (vii) Each request for a conversion or continuation of a Borrowing of LIBO Loans which fails to state an applicable Interest Period shall be deemed to be a request for an Interest Period of one (1) month. (b) If the Lead Borrower does not give notice to convert any Borrowing of LIBO Loans, or does not give notice to continue, or does not have the right to continue, any Borrowing as LIBO Loans, in each case as provided in SECTION 2.09(a) above), such Borrowing shall automatically be converted to, or continued as, as applicable, a Borrowing of Prime Rate Loans, at the expiration of the then-current Interest Period. The Administrative Agent shall, after it receives notice from the Lead Borrower, promptly give each Lender Lender, notice of any conversion, in whole or part, of any Revolving Credit Loan or the outstanding amount of the FILO Loan made by such Lender.

Conversion and Continuation of Revolving Credit Loans. (a) The Lead Borrower or the Canadian Borrower, as applicable, shall have the right at any time, on three two (32) Business Days’ prior notice to the Administrative Agent or the Canadian Agent, as applicable (which notice, to be effective, must be received by the Administrative Agent not later than 1:00 p.m. 11:00 a.m, Boston time, on the third second Business Day preceding the date of any conversion), (i) to convert any outstanding Borrowings of Prime Rate Loans to Borrowings of LIBO LoansLoans in the case of the Domestic Borrowers, Dollar denominated Prime Rate Loans to Borrowings of LIBO Loans or CD$ denominated Prime Rate Loans to Borrowings of BA Equivalent Loans in the case of the Canadian Borrower, or (ii) to continue an outstanding Borrowing of LIBO Loans or BA Equivalent Loans for an additional Interest Period, or (iii) to convert any outstanding Borrowings of LIBO Loans to a Borrowing of dollar denominated Prime Rate Loans, and to convert any outstanding Borrowings of BA Equivalent Loans to a Borrowing of CD$ denominated Prime Rate Loans subject in each case to the following: (i) No Borrowing of Revolving Credit Loans may be converted into, or continued as, LIBO Loans or BA Equivalent Loans at any time when any Event of Specified Default has occurred and is continuing (nothing contained herein being deemed to obligate the Borrowers to incur Breakage Costs upon the occurrence and during the continuance of an Event of Default unless the Obligations are accelerated); (ii) If less than a full Borrowing of Revolving Credit Loans is converted, such conversion shall be made pro rata among the Domestic Lenders or Canadian Lenders, as applicable, based upon their Domestic Commitment Percentages or Canadian Commitment Percentages, as applicable, in accordance with the respective principal amounts of the Revolving Credit Loans comprising such Borrowing held by such Lenders immediately prior to such conversion; (iii) The aggregate principal amount of Prime Rate Loans being converted into or continued as LIBO Loans shall be in an integral of $1,000,000 and at least $5,000,0005,000,000 and the aggregate principal amount of Prime Rate Loans being converted into or continued as BA Equivalent Loans shall be in an integral of CD$1,000,000 and at least CD$1,000,000; (iv) Each Lender shall effect each conversion by applying the proceeds of its new LIBO Loan or dollar denominated Prime Rate Loan, as the case may be, to its Revolving Credit Loan being so converted and also in the case of each Canadian Lender, shall effect each conversion by applying the proceeds of its new BA Equivalent Loan or CD$ denominated Prime Rate Loan, as the case may be, to its Loan being so converted; (v) The Interest Period with respect to a Borrowing of LIBO Loans or BA Equivalent Loans effected by a conversion or in respect to the Borrowing of LIBO Loans or BA Equivalent Loans being continued as LIBO Loans or BA Equivalent Loans, respectively, shall commence on the date of conversion or the expiration of the current Interest Period applicable to such continuing Borrowing, as the case may be; (vi) A Borrowing of LIBO Loans or BA Equivalent Loans may be converted only on the last day of an Interest Period applicable thereto, unless the applicable Borrower pays all Breakage Costs incurred in connection with such conversion; and (vii) Each request for a conversion or continuation of a Borrowing of LIBO Loans or BA Equivalent Loans which fails to state an applicable Interest Period shall be deemed to be a request for an Interest Period of one (1) month. (b) If the Lead Borrower or the Canadian Borrower, as applicable, does not give notice to convert any Borrowing of LIBO Loans or BA Equivalent Loans, or does not give notice to continue, or does not have the right to continue, any Borrowing as LIBO Loans or BA Equivalent Loans, in each case as provided in SECTION 2.09(a) above, such Borrowing shall automatically be converted to, or continued as, as applicable, a Borrowing of dollar denominated Prime Rate Loans or a Borrowing of CD$ denominated Prime Rate Loans, at the expiration of the then-current Interest Period. The Administrative Agent or Canadian Agent, as applicable, shall, after it receives notice from the Lead Borrower or the Canadian Borrower, promptly give each Domestic Lender or Canadian Lender, as applicable, notice of any conversion, in whole or part, of any Revolving Credit Loan made by such Lender.

Conversion and Continuation of Revolving Credit Loans. (a) The Lead Borrower shall have the right at any time, on three (3) Business Days’ prior notice to the Administrative Agent (which notice, to be effective, must be received by the Administrative Agent not later than 1:00 p.m. 11:00 a.m. on the third Business Day preceding the date of any conversion), (i) to convert any outstanding Borrowings of Prime Rate Loans to Borrowings of LIBO LIBOR Rate Loans, or (ii) to continue an outstanding Borrowing of LIBO LIBOR Rate Loans for an additional Interest Period, or (iii) to convert any outstanding Borrowings of LIBO LIBOR Rate Loans to a Borrowing of Prime Rate Loans, subject in each case to the following: (i) : No Borrowing of Revolving Credit Loans may be converted into, or continued as, LIBO LIBOR Rate Loans at any time when any Event of Default has occurred and is continuing (nothing contained herein being deemed to obligate the Borrowers to incur Breakage Costs upon the occurrence and during the continuance of an Event of Default unless the Obligations are accelerated); (ii) ; If less than a full Borrowing of Revolving Credit Loans is converted, such conversion shall be made pro rata among the Lenders based upon their Commitment Percentages in accordance with the respective principal amounts of the Revolving Credit Loans comprising such Borrowing held by such Lenders immediately prior to such conversion; (iii) ; The aggregate principal amount of Prime Rate Loans being converted into or continued as LIBO LIBOR Rate Loans shall be in an integral of $1,000,000 and at least $5,000,000; (iv) ; Each Lender shall effect each conversion by applying the proceeds of its new LIBO LIBOR Rate Loan or Prime Rate Loan, as the case may be, to its Revolving Credit Loan being so converted; (v) ; The Interest Period with respect to a Borrowing of LIBO LIBOR Rate Loans effected by a conversion or in respect to the Borrowing of LIBO LIBOR Rate Loans being continued as LIBO LIBOR Rate Loans shall commence on the date of conversion or the expiration of the current Interest Period applicable to such continuing Borrowing, as the case may be; (vi) ; A Borrowing of LIBO LIBOR Rate Loans may be converted only on the last day of an Interest Period applicable thereto, unless the applicable Borrower pays all Breakage Costs incurred in connection with such conversion; and In no event shall more than ten (vii10) Borrowings of LIBOR Rate Loans be outstanding at any time or more than two (2) Borrowings of LIBOR Rate Loans having an Interest Period of less than one (1) month be selected by the Lead Borrower in any thirty (30) day period; and DB1/ 98023701.7 Each request for a conversion or continuation of a Borrowing of LIBO LIBOR Rate Loans which fails to state an applicable Interest Period shall be deemed to be a request for an Interest Period of one (1) month. (b) . If the Lead Borrower does not give notice to convert any Borrowing of LIBO LIBOR Rate Loans, or does not give notice to continue, or does not have the right to continue, any Borrowing as LIBO LIBOR Rate Loans, in each case as provided in SECTION SECTIONSection 2.09(a) above, such Borrowing shall automatically be converted to, or continued as, as applicable, a Borrowing of Prime Rate Loans, at the expiration of the then-current Interest Period. The Administrative Agent shall, after it receives notice from the Lead Borrower, promptly give each Lender notice of any conversion, in whole or part, of any Revolving Credit Loan made by such Lender.

Conversion and Continuation of Revolving Credit Loans. (a) The Lead Borrower on behalf of the Borrowers shall have the right at any time, on three (3) Business Days’ ' prior irrevocable notice to the Administrative Agent (which notice, to be effective, must be received by the Administrative Agent not later than 1:00 p.m. 11:00 a.m., New York time, on the third Business Day preceding the date of any conversion), (ix) to convert any outstanding Borrowings Borrowing of Prime Rate Revolving Credit Loans to Borrowings (but in no event Swingline Loans) of LIBO Loans, the other Type or (iiy) to continue an outstanding Borrowing of LIBO Loans for an additional Interest Period, or (iii) to convert any outstanding Borrowings of LIBO Loans to a Borrowing of Prime Rate Loans, subject in each case to the following: (ia) No no Borrowing of Revolving Credit Loans may be converted into, or continued as, LIBO Loans at any time when any an Event of Default has occurred and is continuing (nothing contained herein being deemed to obligate the Borrowers to incur Breakage Costs upon the occurrence and during the continuance of an Event of Default unless the Obligations are accelerated)continuing; (iib) If if less than a full Borrowing of Revolving Credit Loans is converted, such conversion shall be made pro rata among the Lenders Revolving Credit Lenders, based upon their Revolving Credit Commitment Percentages Percentages, in accordance with the respective principal amounts of the Revolving Credit Loans comprising such Borrowing held by such Revolving Credit Lenders immediately prior to such conversionrefinancing; (iiic) The the aggregate principal amount of Prime Rate Revolving Credit Loans being converted into or continued as LIBO Loans shall be in an integral of $1,000,000 500,000 and at least $5,000,0001,000,000; (ivd) Each each Revolving Credit Lender shall effect each conversion by applying the proceeds of its new LIBO Loan or Prime Rate Loan, as the case may be, to its Revolving Credit Loan being so converted; (ve) The the Interest Period with respect to a Borrowing of LIBO Loans effected by a conversion or in respect to the Borrowing of LIBO Loans being continued as LIBO Loans shall commence on the date of conversion or the expiration of the current Interest Period applicable to such continuing Borrowing, as the case may be; (vif) A a Borrowing of LIBO Loans may be converted only on the last day of an Interest Period applicable thereto, unless the applicable Borrower pays all Breakage Costs incurred in connection with such conversion; and; (viig) Each each request for a conversion or continuation of a Borrowing of LIBO Loans which fails to state an applicable Interest Period shall be deemed to be a request for an Interest Period of one (1) month.; and (bh) If the Lead Borrower does not give notice to convert any Borrowing of LIBO Loans, or does not give notice to continue, or does not have the right to continue, any Borrowing as LIBO Loans, in each case as provided in SECTION 2.09(a) above, such Borrowing shall automatically be converted to, or continued as, as applicable, a Borrowing of Prime Rate Loans, at the expiration of the then-current Interest Period. The Administrative Agent shall, after it receives notice from the Lead Borrower, promptly give each Lender notice of any conversion, in whole or part, of any Revolving Credit Loan made by such Lender.no more than six (6)

Conversion and Continuation of Revolving Credit Loans. (a) The Lead Borrower shall have the right at any time, on three (3) Business Days’ ' prior irrevocable notice to the Administrative Agent (which notice, to be effective, must be received by the Administrative Agent not later than 1:00 p.m. p.m., Boston time, on the third Business Day preceding the date of any conversion), to (ix) to convert any outstanding Borrowings of Prime Rate Revolving Credit Loans (but in no event Swingline Loans) of one Type (or a portion thereof) to Borrowings a Borrowing of LIBO Loans, Revolving Credit Loans of the other Type or (iiy) to continue an outstanding Borrowing of LIBO Loans for an additional Interest Period, or (iii) to convert any outstanding Borrowings of LIBO Loans to a Borrowing of Prime Rate Loans, subject in each case to the following: (i) No Borrowing of Revolving Credit Loans may be converted into, or continued as, LIBO Loans at any time when any an Event of Default has occurred and is continuing (nothing contained herein being deemed to obligate the Borrowers to incur Breakage Costs upon the occurrence and during the continuance of an Event of Default unless the Obligations are accelerated)continuing; (ii) If less than a full Borrowing of Revolving Credit Loans is converted, such conversion shall be made pro rata Pro Rata among the Lenders based upon their Revolving Credit Commitment Percentages in accordance with the respective principal amounts of the Revolving Credit Loans comprising such Borrowing held by such Lenders immediately prior to such conversion; (iii) The aggregate principal amount of Prime Rate Revolving Credit Loans being converted into or continued as LIBO Loans shall be in an integral of $1,000,000 500,000 and at least $5,000,0001,000,000; (iv) Each Lender shall effect each conversion by applying the proceeds of its new LIBO Loan or Prime Rate Loan, as the case may be, to its Revolving Credit Loan being so converted; (v) The Interest Period with respect to a Borrowing of LIBO Loans effected by a conversion or in respect to the Borrowing of LIBO Loans being continued as LIBO Loans shall commence on the date of conversion or the expiration of the current Interest Period applicable to such continuing Borrowing, as the case may be; (vi) A Borrowing of LIBO Loans may be converted only on the last day of an Interest Period applicable thereto, unless the applicable Borrower pays all Breakage Costs incurred in connection with such conversion; and; (vii) Each request for a conversion or continuation of a Borrowing of LIBO Loans which fails to state an applicable Interest Period shall be deemed to be a request for an Interest Period of one month; and (1viii) monthNo more than four (4) Borrowings of LIBO Loans may be outstanding at any time. (b) If the Lead Borrower does not give notice to convert any Borrowing of LIBO Loans, or does not give notice to continue, or does not have the right to continue, any Borrowing as LIBO Loans, in each case as provided in SECTION 2.09(aSection 2.08(a) above, such Borrowing shall automatically be converted to, or continued as, as applicable, to a Borrowing of Prime Rate Loans, Loans at the expiration of the then-current Interest Period. The Administrative Agent shall, after it receives notice from the Lead Borrower, promptly give each Lender notice of any conversion, in whole or part, of any Revolving Credit Loan made by such Lender.

Conversion and Continuation of Revolving Credit Loans. (a) The Lead Borrower shall have the right at any time, on three (3) Business Days’ prior irrevocable notice to the Administrative Agent (which notice, to be effective, must be received by the Administrative Agent not later than 1:00 p.m. on the third Business Day preceding the date of any conversion), (i) to convert any outstanding Borrowings of Prime Rate Loans to Borrowings of LIBO Loans, or (ii) to continue an outstanding Borrowing of LIBO Loans for an additional Interest Period, or (iii) to convert any outstanding Borrowings of LIBO Loans to a Borrowing of Prime Rate Loans, subject in each case to the following: (i) No Borrowing of Revolving Credit Loans or the outstanding FILO Loan may be converted into, or continued as, LIBO Loans at any time when any an Event of Default has occurred and is continuing (nothing contained herein being deemed to obligate the Borrowers to incur Breakage Costs upon the occurrence and during the continuance of an Event of Default unless the Obligations are accelerated)continuing; (ii) If less than a full Borrowing of Revolving Credit Loans is converted, such conversion shall be made pro rata among the Revolving Lenders based upon their Revolving Commitment Percentages Percentages, in accordance with the respective principal amounts of the Revolving Credit Loans comprising such Borrowing held by such Revolving Lenders immediately prior to such conversion; (iii) The aggregate principal amount of Prime Rate Loans being converted into or continued as LIBO Loans shall be in an integral of $1,000,000 and at least $5,000,000or, with respect to the FILO Loan, the entire amount of the FILO Loan then outstanding; (iv) Each Lender shall effect each conversion by applying the proceeds of its new LIBO Loan or Prime Rate Loan, as the case may be, to its Revolving Credit Loan or the outstanding amount of the FILO Loan being so converted; (v) The Interest Period with respect to a Borrowing of LIBO Loans effected by a conversion or in respect to the Borrowing of LIBO Loans being continued as LIBO Loans Loans, shall commence on the date of conversion or the expiration of the current Interest Period applicable to such continuing Borrowing, as the case may be; (vi) A Borrowing of LIBO Loans may be converted only on the last day of an Interest Period applicable thereto, unless thereto except to the extent that any applicable Borrower pays all Breakage Costs incurred in connection with such conversionconversion on any other day are paid by the Borrower pursuant to SECTION 2.16; and (vii) Each request for a conversion or continuation of a Borrowing of LIBO Loans which fails to state an applicable Interest Period shall be deemed to be a request for an Interest Period of one (1) month. (b) If the Lead Borrower does not give notice to convert any Borrowing of LIBO Loans, or does not give notice to continue, or does not have the right to continue, any Borrowing as LIBO Loans, in each case as provided in SECTION 2.09(a) above), such Borrowing shall automatically be converted to, or continued as, as applicable, a Borrowing of Prime Rate Loans, at the expiration of the then-current Interest Period. The Administrative Agent shall, after it receives notice from the Lead Borrower, promptly give each Lender Lender, notice of any conversion, in whole or part, of any Revolving Credit Loan made or the outstanding amount of the FILO Loan by such Lender.

Conversion and Continuation of Revolving Credit Loans. (a) The Lead Borrower shall have the right at any time, on three (3) Business Days’ prior notice to the Administrative Agent (which notice, to be effective, must be received by the Administrative Agent not later than 1:00 p.m. on the third Business Day preceding the date of any conversion), (i) to convert any outstanding Borrowings of Prime Rate Loans to Borrowings of LIBO Loans, or (ii) to continue an outstanding Borrowing of LIBO Loans for an additional Interest Period, or (iii) to convert any outstanding Borrowings of LIBO Loans to a Borrowing of Prime Rate Loans, subject in each case to the following: (i) No Borrowing of of[ Revolving Credit Credit] Loans may be converted into, or continued as, LIBO Loans at any time when any Event of Default has occurred and is continuing (nothing contained herein being deemed to obligate the Borrowers to incur Breakage Costs upon the occurrence and during the continuance of an Event of Default unless the Obligations are accelerated); (ii) If less than a full Borrowing of of[ Revolving Credit Credit] Loans is converted, such conversion shall be made pro rata among the Lenders based upon their Tranche A Commitment Percentages (or FILO Commitment Percentages, or ABL Term Loan Percentages, as the case may be) in accordance with the respective principal amounts of the [Revolving Credit ]Loans comprising such Borrowing held by such Lenders immediately prior to such conversion; (iii) The aggregate principal amount of Prime Rate Loans being converted into or continued as LIBO Loans shall be in an integral of $1,000,000 and at least $5,000,0005,000,000 (or $1,000,000, in the case of ABL Term Loans); (iv) Each Lender shall effect each conversion by applying the proceeds of its new LIBO Loan or Prime Rate Loan, as the case may be, to its its[ Revolving Credit Credit] Loan being so converted; (v) The Interest Period with respect to a Borrowing of LIBO Loans effected by a conversion or in respect to the Borrowing of LIBO Loans being continued as LIBO Loans shall commence on the date of conversion or the expiration of the current Interest Period applicable to such continuing Borrowing, as the case may be; (vi) A Borrowing of LIBO Loans may not be converted only on prior to the last day of an Interest Period applicable thereto, unless the applicable Borrower pays all Breakage Costs incurred in connection with such conversion; and (vii) Each request for a conversion or continuation of a Borrowing of LIBO Loans which fails to state an applicable Interest Period shall be deemed to be a request for an Interest Period of one (1) month. (b) If the Lead Borrower does not give notice to convert any Borrowing of LIBO Loans, or does not give notice to continue, or does not have the right to continue, any Borrowing as LIBO Loans, in each case as provided in SECTION 2.09(a) above, such Borrowing shall automatically be converted to, or continued as, as applicable, a Borrowing of Prime Rate LoansLIBO Loans with an Interest Period of one (1) month, at the expiration of the then-current Interest Period, provided that if an Event of Default then exists and is continuing, such Borrowing shall be converted to, or continued as a Prime Rate Loan. The Administrative Agent shall, after it receives notice from the Lead Borrower, promptly give each Lender notice of any conversion, in whole or part, of any any[ Revolving Credit Credit] Loan made by such Lender.

Conversion and Continuation of Revolving Credit Loans. (a) The Lead Borrower shall have the right at any time, on three (3) Business Days’ prior notice to the Administrative Agent (which notice, to be effective, must be received by the Administrative Agent not later than 1:00 p.m. 11:00 a.m. on the third Business Day preceding the date of any conversion), (i) to convert any outstanding Borrowings of Prime Rate Loans to Borrowings of LIBO Loans, or (ii) to continue an outstanding Borrowing of LIBO Loans for an additional Interest Period, or (iii) to convert any outstanding Borrowings of LIBO Loans to a Borrowing of Prime Rate Loans, subject in each case to the following: (i) No Borrowing of Revolving Credit Loans may be converted into, or continued as, LIBO Loans at any time when any Event of Default has occurred and is continuing (nothing contained herein being deemed to obligate the Borrowers to incur Breakage Costs upon the occurrence and during the continuance of an Event of Default unless the Obligations are accelerated); (ii) If less than a full Borrowing of Revolving Credit Loans is converted, such conversion shall be made pro rata among the Lenders based upon their Commitment Percentages in accordance with the respective principal amounts of the Revolving Credit Loans comprising such Borrowing held by such Lenders immediately prior to such conversion; (iii) The aggregate principal amount of Prime Rate Loans being converted into or continued as LIBO Loans shall be in an integral of $1,000,000 and at least $5,000,000; (iv) Each Lender shall effect each conversion by applying the proceeds of its new LIBO Loan or Prime Rate Loan, as the case may be, to its Revolving Credit Loan being so converted; (v) The Interest Period with respect to a Borrowing of LIBO Loans effected by a conversion or in respect to the Borrowing of LIBO Loans being continued as LIBO Loans shall commence on the date of conversion or the expiration of the current Interest Period applicable to such continuing Borrowing, as the case may be; (vi) A Borrowing of LIBO Loans may be converted only on the last day of an Interest Period applicable thereto, unless the applicable Borrower pays all Breakage Costs incurred in connection with such conversion; (vii) In no event shall more than ten (10) Borrowings of LIBO Loans be outstanding at any time or more than two (2) Borrowings of LIBO Loans having an Interest Period of less than one (1) month be selected by the Lead Borrower in any thirty (30) day period; and (viiviii) Each request for a conversion or continuation of a Borrowing of LIBO Loans which fails to state an applicable Interest Period shall be deemed to be a request for an Interest Period of one (1) month. (b) If the Lead Borrower does not give notice to convert any Borrowing of LIBO Loans, or does not give notice to continue, or does not have the right to continue, any Borrowing as LIBO Loans, in each case as provided in SECTION 2.09(a) above, such Borrowing shall automatically be converted to, or continued as, as applicable, a Borrowing of Prime Rate Loans, at the expiration of the then-current Interest Period. The Administrative Agent shall, after it receives notice from the Lead Borrower, promptly give each Lender notice of any conversion, in whole or part, of any Revolving Credit Loan made by such Lender.

Conversion and Continuation of Revolving Credit Loans. (a) The Lead Borrower shall have the right at any time, on three (3) Business Days’ prior notice to the Administrative Agent (which notice, to be effective, must be received by the Administrative Agent not later than 1:00 12:30 p.m. on the third Business Day preceding the date of any conversion), (i) to convert any outstanding Borrowings of Prime Rate Loans to Borrowings of LIBO Loans, or (ii) to continue an outstanding Borrowing of LIBO Loans for an additional Interest Period, or (iii) to convert any outstanding Borrowings of LIBO Loans to a Borrowing of Prime Rate Loans, subject in each case to the following: (i) No Borrowing of Revolving Credit Loans may be converted into, or continued as, LIBO Loans at any time when any Event of Default has occurred and is continuing (nothing contained herein being deemed to obligate the Borrowers to incur Breakage Costs upon the occurrence and during the continuance of an Event of Default unless the Obligations are accelerated); (ii) If less than a full Borrowing of Revolving Credit Loans is converted, such conversion shall be made pro rata among the Lenders based upon their Tranche A Commitment Percentages (or Tranche A-1 Commitment Percentages as the case may be) in accordance with the respective principal amounts of the Revolving Credit Loans comprising such Borrowing held by such Lenders immediately prior to such conversion; (iii) The aggregate principal amount of Prime Rate Loans being converted into or continued as LIBO Loans shall be in an integral of $1,000,000 and at least $5,000,000; (iv) Each Lender shall effect each conversion by applying the proceeds of its new LIBO Loan or Prime Rate Loan, as the case may be, to its Revolving Credit Loan being so converted; (v) The Interest Period with respect to a Borrowing of LIBO Loans effected by a conversion or in respect to the Borrowing of LIBO Loans being continued as LIBO Loans shall commence on the date of conversion or the expiration of the current Interest Period applicable to such continuing Borrowing, as the case may be; (vi) A Borrowing of LIBO Loans may not be converted only on prior to the last day of an Interest Period applicable thereto, unless the applicable Borrower pays all Breakage Costs incurred in connection with such conversion; and (vii) Each request for a conversion or continuation of a Borrowing of LIBO Loans which fails to state an applicable Interest Period shall be deemed to be a request for an Interest Period of one (1) month. (b) If the Lead Borrower does not give notice to convert any Borrowing of LIBO Loans, or does not give notice to continue, or does not have the right to continue, any Borrowing as LIBO Loans, in each case as provided in SECTION 2.09(a) above, such Borrowing shall automatically be converted to, or continued as, as applicable, a Borrowing of Prime Rate LoansLIBO Loans with an Interest Period of one (1) month, at the expiration of the then-current Interest Period, provided that if an Event of Default then exists and is continuing, such Borrowing shall be converted to, or continued as a Prime Rate Loan. The Administrative Agent shall, after it receives notice from the Lead Borrower, promptly give each Lender notice of any conversion, in whole or part, of any Revolving Credit Loan made by such Lender.