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

Conversion and Continuation of Revolving Loans. Each Borrower shall have the right at any time upon prior irrevocable notice to the Administrative Agent (i) not later than 10:30 a.m., New York City time, on the day of the conversion, to convert all or any part of any Eurocurrency Revolving Loan into an ABR Loan, and (ii) not later than 10:30 a.m., New York City time, three Business Days prior to conversion or continuation, to convert any ABR Loan into a Eurocurrency Revolving Loan or to continue any Eurocurrency Revolving Loan as a Eurocurrency Revolving Loan for an additional Interest Period, subject in each case to the following: (a) if less than all the outstanding principal amount of any Revolving Borrowing shall be converted or continued, the aggregate principal amount of the Revolving Borrowing converted or continued shall be an integral multiple of $5,000,000 and not less than $10,000,000; (b) accrued interest on a Revolving Borrowing (or portion thereof) being converted shall be paid by the Borrower at the time of conversion; (c) if any Eurocurrency Revolving Loan 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 Lenders pursuant to Section 2.16; (d) any portion of a Revolving Borrowing maturing or required to be repaid in less than one month may not be converted into or continued as a Eurocurrency Revolving Loan; (e) any portion of a Eurocurrency Revolving Loan which cannot be continued as a Eurocurrency Revolving Loan by reason of clause (d) above shall be automatically converted at the end of the Interest Period in effect for such Eurocurrency Revolving Loan into an ABR Borrowing; (f) no Interest Period may be selected for any Eurocurrency Revolving Borrowing that would end later than the Maturity Date in effect for any Lender; and (g) at any time when there shall have occurred and be continuing any Default or Event of Default, if the Administrative Agent or the Required Lenders shall so notify the Company, no Revolving Loan may be converted into or continued as a Eurocurrency Revolving Loan. Each notice pursuant to this Section shall be irrevocable and shall refer to this Agreement and specify (i) the identity and amount of the Revolving Borrowing to be converted or continued, (ii) whether such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing or an ABR Borrowing, (iii) if such notice requests a conversion, the date of such conversion (which shall be a Business Day) and (iv) if such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing, 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 Eurocurrency Revolving Borrowing, the Borrower shall be deemed to have selected an Interest Period of one month’s duration. If no notice shall have been given in accordance with this Section 2.06 to convert or continue any Revolving Borrowing, such Revolving Borrowing shall, at the end of the Interest Period applicable thereto (unless repaid pursuant to the terms hereof), automatically be continued into a new Interest Period as an ABR Borrowing.

Conversion and Continuation of Revolving Loans. (a) Each Borrower conversion of Revolving Loans from one Interest Type to the other, and each continuation of Eurodollar Rate Loans, shall have be made upon the right at any time upon prior Borrower’s irrevocable written notice to the Administrative Agent (i) in the form of a Conversion/Continuation Notice, appropriately completed and signed by a Responsible Officer of the Borrower. Each such Conversion/Continuation Notice must be received by the Administrative Agent not later than 10:30 a.m., 12:00 noon (New York City time, on the day of the conversion, to convert all or any part of any Eurocurrency Revolving Loan into an ABR Loan, and ) three (ii3) not later than 10:30 a.m., New York City time, three Business Days prior to the requested date of any conversion to or continuation of Eurodollar Rate Loans or of any conversion of Eurodollar Rate Loans to Base Rate Loans. Except as otherwise provided herein, a Eurodollar Rate Loan may be continued or converted only on the last day of an Interest Period for such Eurodollar Rate Loan. The Administrative Agent shall determine the interest rate that shall apply to any converted or continued Eurodollar Rate Loans pursuant to Section 2.07(c). (b) Each Conversion/Continuation Notice shall specify (i) whether the Borrower is requesting a conversion of Revolving Loans from one Interest Type to the other, or a continuation of Eurodollar Rate Loans, (ii) the requested date of the conversion or continuation, to convert any ABR Loan into as the case may be (which shall be a Eurocurrency Revolving Loan or to continue any Eurocurrency Revolving Loan as a Eurocurrency Revolving Loan for an additional Interest PeriodBusiness Day), subject in each case to (iii) the following: (a) if less than all the outstanding principal amount of any Revolving Borrowing shall Loans to be converted or continued, (iv) the aggregate principal amount Interest Type of Revolving Loans to which existing Revolving Loans are to be converted, and (v) if applicable, the duration of the Revolving Borrowing converted or continued Interest Period with respect thereto (each such Interest Period shall be an integral multiple comply with the provisions of $5,000,000 and not less than $10,000,000; (b) accrued interest on a Revolving Borrowing (or portion thereof) being converted shall be paid by the Borrower at the time definition of conversion;“Interest Period”). (c) Notwithstanding any contrary provision hereof, if (i) an Event of Default of the type described in Section 8.01(a), (f) or (g) has occurred and is continuing, unless the Required Lenders otherwise consent or (ii) any Eurocurrency other Event of Default has occurred and is continuing and the Required Lenders have so requested, each Revolving Loan is will be converted into a Base Rate Loan at a time other than the end of the Interest Period applicable thereto, the Borrower shall pay, upon demand, any amounts due to the Lenders pursuant to Section 2.16; (d) any portion of a Revolving Borrowing maturing or required to be repaid in less than one month may not be converted into or continued as a Eurocurrency Revolving Loan; (e) any portion of a Eurocurrency Revolving Loan which cannot be continued as a Eurocurrency Revolving Loan by reason of clause (d) above shall be automatically converted at the end of the Interest Period in effect for such Eurocurrency Revolving Loan into an ABR Borrowing; (f) no Interest Period may be selected for any Eurocurrency Revolving Borrowing that would end later than the Maturity Date in effect for any Lender; and (g) at any time when there shall have occurred and be continuing any Default or Event of Default, if the Administrative Agent or the Required Lenders shall so notify the Company, no Revolving Loan may be converted into or continued as a Eurocurrency Revolving Loan. Each notice pursuant to this Section shall be irrevocable and shall refer to this Agreement and specify (i) the identity and amount of the Revolving Borrowing to be converted or continued, (ii) whether such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing or an ABR Borrowing, (iii) if such notice requests a conversion, the date of such conversion (which shall be a Business Day) and (iv) if such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing, 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 Eurocurrency Revolving Borrowing, the Borrower shall be deemed to have selected an Interest Period of one month’s duration. If no notice shall have been given in accordance with this Section 2.06 to convert or continue any Revolving Borrowing, such Revolving Borrowing shall, at the end of the Interest Period applicable thereto (unless repaid pursuant to the terms hereof), automatically be continued into a new Interest Period as an ABR Borrowing.

Conversion and Continuation of Revolving Loans. (a) Each Borrower conversion of Revolving Loans from one Interest Type to the other, and each continuation of Eurodollar Rate Loans shall have be made upon the right at any time upon prior Borrower’s irrevocable written notice to the Administrative Agent (i) in the form of a Conversion/Continuation Notice, appropriately completed and signed by a Responsible Officer of the Borrower. Each such Conversion/Continuation Notice must be received by the Administrative Agent not later than 10:30 a.m., 12:00 p.m. (New York City time, on the day of the conversion, to convert all or any part of any Eurocurrency Revolving Loan into an ABR Loan, and (ii) not later than 10:30 a.m., New York City time, three Business Days prior to the requested date of any conversion to or continuation of Eurodollar Rate Loans or of any conversion of Eurodollar Rate Loans to Base Rate Loans. Except as otherwise provided herein, a Eurodollar Rate Loan may be continued or converted only on the last day of an Interest Period for such Eurodollar Rate Loan. The Administrative Agent shall determine the interest rate that shall apply to any converted or continued Eurodollar Rate Loans pursuant to Section 2.06(c). (b) Each Conversion/Continuation Notice shall specify (i) whether the Borrower is requesting a conversion of Revolving Loans from one Interest Type to the other, or a continuation of Eurodollar Rate Loans, (ii) the requested date of the conversion or continuation, to convert any ABR Loan into as the case may be (which shall be a Eurocurrency Revolving Loan or to continue any Eurocurrency Revolving Loan as a Eurocurrency Revolving Loan for an additional Interest PeriodBusiness Day), subject in each case to (iii) the following: (a) if less than all the outstanding principal amount of any Revolving Borrowing shall Loans to be converted or continued, (iv) the aggregate principal amount Interest Type of Revolving Loans to which existing Revolving Loans are to be converted, and (v) if applicable, the duration of the Revolving Borrowing converted or continued Interest Period with respect thereto (each such Interest Period shall be an integral multiple comply with the provisions of $5,000,000 and not less than $10,000,000; (b) accrued interest on a Revolving Borrowing (or portion thereof) being converted shall be paid by the Borrower at the time definition of conversion;“Interest Period”). (c) Notwithstanding any contrary provision hereof, if any Eurocurrency an Event of Default has occurred and is continuing, if the Required Lenders so request, each Revolving Loan is will be converted into a Base Rate Loan at a time other than the end of the Interest Period applicable thereto, the Borrower shall pay, upon demand, any amounts due to the Lenders pursuant to Section 2.16; (d) any portion of a Revolving Borrowing maturing or required to be repaid in less than one month may not be converted into or continued as a Eurocurrency Revolving Loan; (e) any portion of a Eurocurrency Revolving Loan which cannot be continued as a Eurocurrency Revolving Loan by reason of clause (d) above shall be automatically converted at the end of the Interest Period in effect for such Eurocurrency Revolving Loan into an ABR Borrowing; (f) no Interest Period may be selected for any Eurocurrency Revolving Borrowing that would end later than the Maturity Date in effect for any Lender; and (g) at any time when there shall have occurred and be continuing any Default or Event of Default, if the Administrative Agent or the Required Lenders shall so notify the Company, no Revolving Loan may be converted into or continued as a Eurocurrency Revolving Loan. Each notice pursuant to this Section shall be irrevocable and shall refer to this Agreement and specify (i) the identity and amount of the Revolving Borrowing to be converted or continued, (ii) whether such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing or an ABR Borrowing, (iii) if such notice requests a conversion, the date of such conversion (which shall be a Business Day) and (iv) if such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing, 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 Eurocurrency Revolving Borrowing, the Borrower shall be deemed to have selected an Interest Period of one month’s duration. If no notice shall have been given in accordance with this Section 2.06 to convert or continue any Revolving Borrowing, such Revolving Borrowing shall, at the end of the Interest Period applicable thereto (unless repaid pursuant to the terms hereof), automatically be continued into a new Interest Period as an ABR Borrowing.

Conversion and Continuation of Revolving Loans. Each Borrower shall have 7.5.1 Ideal (on behalf of the right at any time Borrowers) may, upon prior irrevocable written notice to the Administrative Agent (i) not later than 10:30 a.m., New York City time, on the day of the conversion, to convert all or any part of any Eurocurrency Revolving Loan into an ABR Loan, and (ii) not later than 10:30 a.m., New York City time, three Business Days prior to conversion or continuation, to convert any ABR Loan into a Eurocurrency Revolving Loan or to continue any Eurocurrency Revolving Loan as a Eurocurrency Revolving Loan for an additional Interest Period, subject in each case to the followingaccordance with clause 7.5.2: (a) if less than all at any time after the outstanding principal Outstandings in respect of Reference Revolving Rate Loans are equal to or exceed an amount equal to an Original Sterling Amount of L20,000,000 elect, as of any business day, in the case of Reference Rate Revolving Borrowing shall be converted Loans, to convert any such Reference Rate Revolving Loans (or continued, the aggregate principal any part thereof) in an amount of the Revolving Borrowing converted or continued shall be an integral multiple of $5,000,000 and not less than $10,000,000L1,000,000 into LIBOR Revolving Loans; (b) accrued interest elect, as of the last day of the applicable Interest Period, to continue any LIBOR Revolving Loans having Interest Periods expiring on a Revolving Borrowing such day (or portion any part thereof) being converted shall be paid by the Borrower at the time in an amount or integral multiple of conversion; (c) if any Eurocurrency Revolving Loan 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 Lenders pursuant to Section 2.16; (d) any portion of a Revolving Borrowing maturing or required to be repaid in not less than one month may not L1,000,000. 7.5.2 If any Revolving Loans are to be converted into or continued as LIBOR Revolving Loans, Ideal shall deliver a Eurocurrency notice of conversion or continuation (a "NOTICE OF CONVERSION/CONTINUATION") to be received by the Agent not later than 11.00 a. m. at least 1 business day (in the case of any Revolving LoanLoan denominated in sterling) and at least 3 business days (in the case of any Revolving Loan denominated in a Foreign Currency), in advance of the proposed date of conversion or continuation specifying: (a) the proposed date of such conversion or continuation; (eb) any portion the aggregate amount of a Eurocurrency Revolving Loan which cannot Loans to be continued as a Eurocurrency Revolving Loan by reason of clause (d) above shall be automatically converted at the end of the Interest Period in effect for such Eurocurrency Revolving Loan into an ABR Borrowing; (f) no Interest Period may be selected for any Eurocurrency Revolving Borrowing that would end later than the Maturity Date in effect for any Lenderor continued; and (gc) at the type of Revolving Loans resulting from the proposed conversion or continuation. 7.5.3 If upon drawdown of any time when there shall have occurred and Revolving Loan or upon the expiry of any Interest Period applicable to any LIBOR Revolving Loan, Ideal has failed to select a new Interest Period to be continuing applicable thereto or if any Default or Event of Default then exists, Ideal shall be deemed to have elected to convert such LIBOR Revolving Loan into a Reference Rate Revolving Loan as of the expiry date of such Interest Period. 7.5.4 During the existence of a Default or an Event of Default, if the Administrative Agent or the Required Lenders shall so notify the Company, no Ideal may not elect to have a Revolving Loan may be converted into or continued as a Eurocurrency LIBOR Revolving Loan. Each notice pursuant to this Section shall be irrevocable and shall refer to this Agreement and specify (i) the identity and amount of the Revolving Borrowing to be converted or continued, (ii) whether such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing or an ABR Borrowing, (iii) if such notice requests a conversion, the date of such conversion (which shall be a Business Day) and (iv) if such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing, 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 Eurocurrency Revolving Borrowing, the Borrower shall be deemed to have selected an Interest Period of one month’s duration. If no notice shall have been given in accordance with this Section 2.06 to convert or continue any Revolving Borrowing, such Revolving Borrowing shall, at the end of the Interest Period applicable thereto (unless repaid pursuant to the terms hereof), automatically be continued into a new Interest Period as an ABR Borrowing.

Conversion and Continuation of Revolving Loans. Each The Lead Borrower shall have the right at any time upon time, on three Business Days’ prior irrevocable notice to the Administrative Agent (i) which notice, to be effective, must be received by the Administrative Agent not later than 10:30 11:00 a.m., New York City Boston time, on the day of third Business Day preceding the conversion, to convert all or any part date of any Eurocurrency Revolving Loan into an ABR Loanconversion), and (iix) not later than 10:30 a.m., New York City time, three Business Days prior to conversion or continuation, to convert any ABR Loan into outstanding Borrowings of Revolving Loans (but in no event Swingline Loans) of one Type (or a Eurocurrency portion thereof) to a Borrowing of Revolving Loan Loans of the other Type or (y) to continue any Eurocurrency Revolving Loan as a Eurocurrency Revolving Loan an outstanding Borrowing of LIBO Loans for an additional Interest Period, subject in each case to the following: (a) if less than all the outstanding principal amount no Borrowing of any Revolving Borrowing shall Loans may be converted or continuedinto, the aggregate principal amount of the Revolving Borrowing converted or continued shall be as, LIBO Loans at any time when an integral multiple Event of $5,000,000 Default has occurred and not less than $10,000,000is continuing; (b) accrued interest on if less than a full Borrowing of Revolving Borrowing (or portion thereof) being converted Loans is converted, such conversion shall be paid made pro rata among the Lenders based upon their Commitment Percentages in accordance with the respective principal amounts of the Revolving Loans comprising such Borrowing held by the Borrower at the time of such Lenders immediately prior to such conversion; (c) if any Eurocurrency the aggregate principal amount of Revolving Loan is Loans being converted into or continued as LIBO Loans shall be in an integral of $100,000 and at a time other than the end of the Interest Period applicable thereto, the Borrower shall pay, upon demand, any amounts due to the Lenders pursuant to Section 2.16least $500,000; (d) any portion each Lender shall effect each conversion by applying the proceeds of a its new LIBO Loan or Prime Rate Loan, as the case may be, to its Revolving Borrowing maturing or required to be repaid in less than one month may not be converted into or continued as a Eurocurrency Revolving LoanLoan being so converted; (e) any portion of a Eurocurrency Revolving Loan which cannot be continued as a Eurocurrency Revolving Loan by reason of clause (d) above shall be automatically converted at the end of the Interest Period with respect to a Borrowing of LIBO Loans effected by a conversion or in effect for 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 Eurocurrency Revolving Loan into an ABR continuing Borrowing, as the case may be; (f) no a Borrowing of LIBO Loans may be converted only on the last day of an Interest Period may be selected for any Eurocurrency Revolving Borrowing that would end later than the Maturity Date in effect for any Lender; andapplicable thereto; (g) at any time when there shall have occurred and be continuing any Default each request for a conversion or Event continuation of Default, if the Administrative Agent or the Required Lenders shall so notify the Company, no Revolving Loan may be converted into or continued as a Eurocurrency Revolving Loan. Each notice pursuant Borrowing of LIBO Loans which fails to this Section shall be irrevocable and shall refer to this Agreement and specify (i) the identity and amount of the Revolving Borrowing to be converted or continued, (ii) whether such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing or state an ABR Borrowing, (iii) if such notice requests a conversion, the date of such conversion (which shall be a Business Day) and (iv) if such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing, the applicable 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 Eurocurrency Revolving Borrowing, the Borrower shall be deemed to have selected be a request for an Interest Period of one month’s duration; and (h) no more than ten (10) Borrowings of LIBO Loans may be outstanding at any time. If no the Lead Borrower does not give notice shall have been given in accordance with this Section 2.06 to convert any Borrowing of LIBO Loans, or continue does not give notice to continue, or does not have the right to continue, any Borrowing as LIBO Loans, in each case as provided above, such Borrowing shall automatically be converted to 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 Borrowing, Loan made by such Revolving Borrowing shall, at the end of the Interest Period applicable thereto (unless repaid pursuant to the terms hereof), automatically be continued into a new Interest Period as an ABR BorrowingLender.

Conversion and Continuation of Revolving Loans. Each Borrower shall have the right at any time upon prior irrevocable notice to the Administrative Agent (i) not later than 10:30 a.m.2:00 p.m., New York City timeLocal Time, on the day of the conversion, to convert all or any part of any Eurocurrency Revolving Loan into an ABR LoanLoan (provided that a Borrowing denominated in an Alternative Currency may not be converted into an ABR Borrowing), and (ii) not later than 10:30 a.m., New York City timeLocal Time, three Business Days prior to conversion or continuation, to convert any ABR Loan into a Eurocurrency Revolving Loan or to continue any Eurocurrency Revolving Loan as a Eurocurrency Revolving Loan for an additional Interest Period, subject in each case to the following: (a) if less than all the outstanding principal amount of any Revolving Borrowing shall be converted or continued, the aggregate principal amount of the Revolving Borrowing converted or continued shall be an integral multiple of $5,000,000 the Borrowing Multiple and not less than $10,000,000the Borrowing Minimum; (b) accrued interest on a Revolving Borrowing (or portion thereof) being converted shall be paid by the Borrower at the time of conversion; (c) if any Eurocurrency Revolving Loan 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 Lenders pursuant to Section 2.16; (d) any portion of a Revolving Borrowing maturing or required to be repaid in less than one month may not be converted into or continued as a Eurocurrency Revolving Loan; (e) any portion of a Eurocurrency Revolving Loan which cannot be continued as a Eurocurrency Revolving Loan by reason of clause (d) above shall be automatically converted at the end of the Interest Period in effect for such Eurocurrency Revolving Loan into an ABR Borrowing; (f) no Interest Period may be selected for any Eurocurrency Revolving Borrowing that would end later than the Maturity Date in effect for any Lender; (g) no Revolving Loan may be converted into a Revolving Loan denominated in a different currency; and (gh) at any time when there shall have occurred and be continuing any Default or Event of Default, if the Administrative Agent or the Required Lenders shall so notify the Company, no Revolving Loan may be converted into or continued as a Eurocurrency Revolving Loan. Each notice pursuant to this Section shall be irrevocable and shall refer to this Agreement and specify (i) the identity and amount of the Revolving Borrowing to be converted or continued, (ii) whether such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing or an ABR Borrowing, (iii) if such notice requests a conversion, the date of such conversion (which shall be a Business Day) and (iv) if such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing, 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 Eurocurrency Revolving Borrowing, the Borrower shall be deemed to have selected an Interest Period of one month’s duration. If no notice shall have been given in accordance with this Section 2.06 to convert or continue any Revolving Borrowing, such Revolving Borrowing shall, at the end of the Interest Period applicable thereto (unless repaid pursuant to the terms hereof), (a) in the case of a Borrowing denominated in Dollars, automatically be continued into a new Interest Period as an ABR Borrowing, and (b) in the case of a Borrowing denominated in an Alternative Currency, become due and payable on the last day of such Interest Period.

Conversion and Continuation of Revolving Loans. Each The Borrower shall have the right at any time upon prior irrevocable notice may, by delivery to the Administrative Agent Bank of a Continuation/ Conversion Notice (iherein called a "Continuation/Conversion Notice") not later than 10:30 a.m.in the form of Exhibit G attached hereto with appropriate insertions, New York City timebefore 1:00 P.M., on the day of the conversion, to convert all or any part of any Eurocurrency Revolving Loan into an ABR Loan, and (ii) not later than 10:30 a.m., New York City Chicago time, three (3) Business Days prior to conversion or continuation, to convert or continue Revolving Loans as follows: (a) convert Eurodollar Rate Loans into Prime Rate Loans, (b) convert Prime Rate Loans into Eurodollar Rate Loans, and (c) continue any ABR such Revolving Loan into a Eurocurrency Revolving Loan subsequent Interest Period of the same duration or to continue of any Eurocurrency Revolving Loan as a Eurocurrency Revolving Loan for an additional Interest Periodother duration permitted hereunder, subject in each case to the following: (ai) if less than all the outstanding principal amount of any Revolving Borrowing shall be converted or continued, the aggregate principal amount of the Revolving Borrowing converted or continued shall be an integral multiple of $5,000,000 and not less than $10,000,000; (b) accrued interest on a Revolving Borrowing (or portion thereof) being converted shall be paid by the Borrower at the time of conversion; (c) if any Eurocurrency Revolving Loan is converted at a time other than the end of the Interest Period applicable thereto, to any Eurodollar Rate Loan resulting from a conversion shall be specified by the Borrower shall pay, upon demand, any amounts due to in the Lenders pursuant to Section 2.16; (d) any portion of a Revolving Borrowing maturing or required to be repaid in less than one month may not be converted into or continued as a Eurocurrency Revolving Loan; (e) any portion of a Eurocurrency Revolving Loan which cannot be continued as a Eurocurrency Revolving Loan by reason of clause (d) above shall be automatically converted at the end of the Interest Period in effect for such Eurocurrency Revolving Loan into an ABR Borrowing; (f) no Interest Period may be selected for any Eurocurrency Revolving Borrowing that would end later than the Maturity Date in effect for any Lender; and (g) at any time when there shall have occurred and be continuing any Default or Event of Default, if the Administrative Agent or the Required Lenders shall so notify the Company, no Revolving Loan may be converted into or continued as a Eurocurrency Revolving Loan. Each notice Continuation/ Conversion Notice delivered pursuant to this Section Section; provided, however, that if no such Interest Period shall be irrevocable and shall refer to this Agreement and specify (i) the identity and amount of the Revolving Borrowing to be converted or continued, (ii) whether such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing or an ABR Borrowing, (iii) if such notice requests a conversion, the date of such conversion (which shall be a Business Day) and (iv) if such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing, 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 Eurocurrency Revolving Borrowingspecified, the Borrower shall be deemed to have selected an Interest Period Period, in the case of a Eurodollar Rate Loan, of one (1) month’s 's duration. If no the Borrower shall not have given timely notice shall have been given in accordance with this Section 2.06 to convert or continue any Revolving BorrowingLoan into a subsequent Interest Period and shall not otherwise have given notice to convert such Revolving Loan, such Revolving Borrowing shall, at the end of the Interest Period applicable thereto (Loan unless repaid pursuant to the terms hereof), hereof shall automatically be continued converted into a new Prime Rate Loan; (ii) in the case of a conversion or continuation of less than all Revolving Loans, the aggregate principal amount of such Revolving Loans converted or continued shall be not less than $100,000 or any larger integral multiple of $50,000; (iii) if any Eurodollar Rate Loan is converted at a time other than the last day of an Interest Period applicable thereto, the Borrower shall at the time of conversion pay any loss or expense (including, without limitation, breakage losses and expenses) associated therewith pursuant to Section 4.11; (iv) any portion of a Revolving Loan maturing or required to be repaid in less than one (1) month may not be converted into, or continued as, a Eurodollar Rate Loan; and (v) any portion of a Eurodollar Rate Loan required to be paid on any principal payment date occurring in less than one (1) month after the end of the then current Interest Period applicable to such Loan shall be automatically converted at the end of such Interest Period into a Prime Rate Loan. Notwithstanding the foregoing, so long as an ABR Borrowingany Default shall exist, no Revolving Loans shall be converted to or continued as Eurodollar Rate Loans.

Conversion and Continuation of Revolving Loans. Each The Lead Borrower on behalf of the Borrowers shall have the right at any time upon time, on three Business Days’ prior irrevocable notice to the Administrative Agent (i) which notice, to be effective, must be received by the Administrative Agent not later than 10:30 10:00 a.m., New York City Boston time, on the day of third Business Day preceding the conversion, to convert all or any part date of any Eurocurrency Revolving Loan into an ABR Loanconversion), and (iix) not later than 10:30 a.m., New York City time, three Business Days prior to conversion or continuation, to convert any ABR Loan into outstanding Borrowings of Revolving Loans (but in no event Swingline Loans) of one Type (or a Eurocurrency portion thereof) to a Borrowing of Revolving Loan Loans of the other Type or (y) to continue any Eurocurrency Revolving Loan as a Eurocurrency Revolving Loan an outstanding Borrowing of LIBO Loans for an additional Interest Period, subject in each case to the following: (a) if less than all the outstanding principal amount no Borrowing of any Revolving Borrowing shall Loans may be converted or continuedinto, the aggregate principal amount of the Revolving Borrowing converted or continued shall be as, LIBO Loans at any time when an integral multiple Event of $5,000,000 Default has occurred and not less than $10,000,000is continuing; (b) accrued interest on if less than a full Borrowing of Revolving Borrowing (or portion thereof) being converted Loans is converted, such conversion shall be paid made pro rata among the Lenders based upon their Commitment Percentages in accordance with the respective principal amounts of the Revolving Loans comprising such Borrowing held by the Borrower at the time of such Lenders immediately prior to such conversion; (c) if any Eurocurrency the aggregate principal amount of Revolving Loan is Loans being converted into or continued as LIBO Loans shall be in an integral of $100,000 and at a time other than the end of the Interest Period applicable thereto, the Borrower shall pay, upon demand, any amounts due to the Lenders pursuant to Section 2.16least $500,000; (d) any portion each Lender shall effect each conversion by applying the proceeds of a its new LIBO Loan or Prime Rate Loan, as the case may be, to its Revolving Borrowing maturing or required to be repaid in less than one month may not be converted into or continued as a Eurocurrency Revolving LoanLoan being so converted; (e) any portion of a Eurocurrency Revolving Loan which cannot be continued as a Eurocurrency Revolving Loan by reason of clause (d) above shall be automatically converted at the end of the Interest Period with respect to a Borrowing of LIBO Loans effected by a conversion or in effect for 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 Eurocurrency Revolving Loan into an ABR continuing Borrowing, as the case may be; (f) no a Borrowing of LIBO Loans may be converted only on the last day of an Interest Period may be selected for any Eurocurrency Revolving Borrowing that would end later than the Maturity Date in effect for any Lender; andapplicable thereto; (g) at any time when there shall have occurred and be continuing any Default each request for a conversion or Event continuation of Default, if the Administrative Agent or the Required Lenders shall so notify the Company, no Revolving Loan may be converted into or continued as a Eurocurrency Revolving Loan. Each notice pursuant Borrowing of LIBO Loans which fails to this Section shall be irrevocable and shall refer to this Agreement and specify (i) the identity and amount of the Revolving Borrowing to be converted or continued, (ii) whether such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing or state an ABR Borrowing, (iii) if such notice requests a conversion, the date of such conversion (which shall be a Business Day) and (iv) if such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing, the applicable 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 Eurocurrency Revolving Borrowing, the Borrower shall be deemed to have selected be a request for an Interest Period of one month’s duration; and (h) no more than eight (8) Borrowings of LIBO Loans may be outstanding at any time. If no the Lead Borrower does not give notice shall have been given in accordance with this Section 2.06 to convert any Borrowing of LIBO Loans, or continue does not give notice to continue, or does not have the right to continue, any Borrowing as LIBO Loans, in each case as provided above, such Borrowing shall automatically be converted to 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 Borrowing, Loan made by such Revolving Borrowing shall, at the end of the Interest Period applicable thereto (unless repaid pursuant to the terms hereof), automatically be continued into a new Interest Period as an ABR BorrowingLender.

Conversion and Continuation of Revolving Loans. (a) Each Borrower conversion of Revolving Loans from one Interest Type to the other, and each continuation of Eurodollar Rate Loans shall have be made upon the right at any time upon prior applicable Borrower’s irrevocable written notice to the Administrative Agent (i) in the form of a Conversion/Continuation Notice, appropriately completed and signed by a Responsible Officer of such Borrower. Each such Conversion/Continuation Notice must be received by the Administrative Agent not later than 10:30 a.m., 12:00 p.m. (New York City time, on the day of the conversion, to convert all or any part of any Eurocurrency Revolving Loan into an ABR Loan, and (ii) not later than 10:30 a.m., New York City time, three Business Days prior to the requested date of any conversion to or continuation of Eurodollar Rate Loans or of any conversion of Eurodollar Rate Loans to Base Rate Loans. The Administrative Agent shall determine the interest rate that shall apply to any converted or continued Eurodollar Rate Loans pursuant to Section 2.06(c). (b) Each Conversion/Continuation Notice shall specify (i) whether such Borrower is requesting a conversion of Revolving Loans from one Interest Type to the other, or a continuation of Eurodollar Rate Loans, (ii) the requested date of the conversion or continuation, to convert any ABR Loan into as the case may be (which shall be a Eurocurrency Revolving Loan or to continue any Eurocurrency Revolving Loan as a Eurocurrency Revolving Loan for an additional Interest PeriodBusiness Day), subject in each case to (iii) the following: (a) if less than all the outstanding principal amount of any Revolving Borrowing shall Loans to be converted or continued, (iv) the aggregate principal amount Interest Type of Revolving Loans to which existing Revolving Loans are to be converted, and (v) if applicable, the duration of the Revolving Borrowing converted or continued Interest Period with respect thereto (each such Interest Period shall be an integral multiple comply with the provisions of $5,000,000 and not less than $10,000,000; (b) accrued interest on a Revolving Borrowing (or portion thereof) being converted shall be paid by the Borrower at the time definition of conversion;“Interest Period”). (c) Notwithstanding any contrary provision hereof, if any Eurocurrency an Event of Default has occurred and is continuing, unless the Required Lenders otherwise consent, each Revolving Loan is will be converted into a Base Rate Loan at a time other than the end of the Interest Period applicable thereto, the Borrower shall pay, upon demand, any amounts due to the Lenders pursuant to Section 2.16; (d) any portion of a Revolving Borrowing maturing or required to be repaid in less than one month may not be converted into or continued as a Eurocurrency Revolving Loan; (e) any portion of a Eurocurrency Revolving Loan which cannot be continued as a Eurocurrency Revolving Loan by reason of clause (d) above shall be automatically converted at the end of the Interest Period in effect for such Eurocurrency Revolving Loan into an ABR Borrowing; (f) no Interest Period may be selected for any Eurocurrency Revolving Borrowing that would end later than the Maturity Date in effect for any Lender; and (g) at any time when there shall have occurred and be continuing any Default or Event of Default, if the Administrative Agent or the Required Lenders shall so notify the Company, no Revolving Loan may be converted into or continued as a Eurocurrency Revolving Loan. Each notice pursuant to this Section shall be irrevocable and shall refer to this Agreement and specify (i) the identity and amount of the Revolving Borrowing to be converted or continued, (ii) whether such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing or an ABR Borrowing, (iii) if such notice requests a conversion, the date of such conversion (which shall be a Business Day) and (iv) if such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing, 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 Eurocurrency Revolving Borrowing, the Borrower shall be deemed to have selected an Interest Period of one month’s duration. If no notice shall have been given in accordance with this Section 2.06 to convert or continue any Revolving Borrowing, such Revolving Borrowing shall, at the end of the Interest Period applicable thereto (unless repaid pursuant to the terms hereof), automatically be continued into a new Interest Period as an ABR Borrowing.

Conversion and Continuation of Revolving Loans. (a) Each Borrower conversion of Revolving Loans from one Interest Type to the other, and each continuation of LIBOR RateSOFR Loans, shall have be made upon the right at any time upon prior Borrower’s irrevocable written notice to the Administrative Agent (i) in the form of a Conversion/Continuation Notice, appropriately completed and signed by a Responsible Officer of the Borrower. Each such Conversion/Continuation Notice must be received by the Administrative Agent not later than 10:30 a.m., 12:00 noon (New York City time, on the day of the conversion, to convert all or any part of any Eurocurrency Revolving Loan into an ABR Loan, and ) three (ii3) not later than 10:30 a.m., New York City time, three Business Days prior to the requested date of any conversion to or continuation of LIBOR RateSOFR Loans or of any conversion of LIBOR RateSOFR Loans to Base Rate Loans. Except as otherwise provided herein, a LIBOR RateSOFR Loan may be continued or converted only on the last day of an Interest Period for such LIBOR RateSOFR Loan. The Administrative Agent shall determine the interest rate that shall apply to any converted or continued LIBOR RateSOFR Loans pursuant to Section 2.07(c). (b) Each Conversion/Continuation Notice shall specify (i) whether the Borrower is requesting a conversion of Revolving Loans from one Interest Type to the other, or a continuation of LIBOR RateSOFR Loans, (ii) the requested date of the conversion or continuation, to convert any ABR Loan into as the case may be (which shall be a Eurocurrency Revolving Loan or to continue any Eurocurrency Revolving Loan as a Eurocurrency Revolving Loan for an additional Interest PeriodBusiness Day), subject in each case to (iii) the following: (a) if less than all the outstanding principal amount of any Revolving Borrowing shall Loans to be converted or continued, (iv) the aggregate principal amount Interest Type of Revolving Loans to which existing Revolving Loans are to be converted, and (v) if applicable, the duration of the Revolving Borrowing converted or continued Interest Period with respect thereto (each such Interest Period shall be an integral multiple comply with the provisions of $5,000,000 and not less than $10,000,000; (b) accrued interest on a Revolving Borrowing (or portion thereof) being converted shall be paid by the Borrower at the time definition of conversion;“Interest Period”). (c) Notwithstanding any contrary provision hereof, if (i) an Event of Default of the type described in Section 8.01(a), (f) or (g) has occurred and is continuing, unless the Required Lenders otherwise consent or (ii) any Eurocurrency other Event of Default has occurred and is continuing and the Required Lenders have so requested, each Revolving Loan is will be converted into a Base Rate Loan at a time other than the end of the Interest Period applicable thereto, the Borrower shall pay, upon demand, any amounts due to the Lenders pursuant to Section 2.16; (d) any portion of a Revolving Borrowing maturing or required to be repaid in less than one month may not be converted into or continued as a Eurocurrency Revolving Loan; (e) any portion of a Eurocurrency Revolving Loan which cannot be continued as a Eurocurrency Revolving Loan by reason of clause (d) above shall be automatically converted at the end of the Interest Period in effect for such Eurocurrency Revolving Loan into an ABR Borrowing; (f) no Interest Period may be selected for any Eurocurrency Revolving Borrowing that would end later than the Maturity Date in effect for any Lender; and (g) at any time when there shall have occurred and be continuing any Default or Event of Default, if the Administrative Agent or the Required Lenders shall so notify the Company, no Revolving Loan may be converted into or continued as a Eurocurrency Revolving Loan. Each notice pursuant to this Section shall be irrevocable and shall refer to this Agreement and specify (i) the identity and amount of the Revolving Borrowing to be converted or continued, (ii) whether such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing or an ABR Borrowing, (iii) if such notice requests a conversion, the date of such conversion (which shall be a Business Day) and (iv) if such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing, 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 Eurocurrency Revolving Borrowing, the Borrower shall be deemed to have selected an Interest Period of one month’s duration. If no notice shall have been given in accordance with this Section 2.06 to convert or continue any Revolving Borrowing, such Revolving Borrowing shall, at the end of the Interest Period applicable thereto (unless repaid pursuant to the terms hereof), automatically be continued into a new Interest Period as an ABR Borrowing.

Conversion and Continuation of Revolving Loans. (a) Each Borrower conversion of Revolving Loans from one Interest Type to the other, and each continuation of SOFR Loans, shall have be made upon the right at any time upon prior Borrower’s irrevocable written notice to the Administrative Agent (i) in the form of a Conversion/Continuation Notice, appropriately completed and signed by a Responsible Officer of the Borrower. Each such Conversion/Continuation Notice must be received by the Administrative Agent not later than 10:30 a.m., 12:00 noon (New York City time, on the day of the conversion, to convert all or any part of any Eurocurrency Revolving Loan into an ABR Loan, and ) three (ii3) not later than 10:30 a.m., New York City time, three Business Days prior to the requested date of any conversion to or continuation of SOFR Loans or of any conversion of SOFR Loans to Base Rate Loans. Except as otherwise provided herein, a SOFR Loan may be continued or converted only on the last day of an Interest Period for such SOFR Loan. The Administrative Agent shall determine the interest rate that shall apply to any converted or continued SOFR Loans pursuant to Section 2.07(c). (b) Each Conversion/Continuation Notice shall specify (i) whether the Borrower is requesting a conversion of Revolving Loans from one Interest Type to the other, or a continuation of SOFR Loans, (ii) the requested date of the conversion or continuation, to convert any ABR Loan into as the case may be (which shall be a Eurocurrency Revolving Loan or to continue any Eurocurrency Revolving Loan as a Eurocurrency Revolving Loan for an additional Interest PeriodBusiness Day), subject in each case to (iii) the following: (a) if less than all the outstanding principal amount of any Revolving Borrowing shall Loans to be converted or continued, (iv) the aggregate principal amount Interest Type of Revolving Loans to which existing Revolving Loans are to be converted, and (v) if applicable, the duration of the Revolving Borrowing converted or continued Interest Period with respect thereto (each such Interest Period shall be an integral multiple comply with the provisions of $5,000,000 and not less than $10,000,000; (b) accrued interest on a Revolving Borrowing (or portion thereof) being converted shall be paid by the Borrower at the time definition of conversion;“Interest Period”). (c) Notwithstanding any contrary provision hereof, if (i) an Event of Default of the type described in Section 8.01(a), (f) or (g) has occurred and is continuing, unless the Required Lenders otherwise consent or (ii) any Eurocurrency other Event of Default has occurred and is continuing and the Required Lenders have so requested, each Revolving Loan is will be converted into a Base Rate Loan at a time other than the end of the Interest Period applicable thereto, the Borrower shall pay, upon demand, any amounts due to the Lenders pursuant to Section 2.16; (d) any portion of a Revolving Borrowing maturing or required to be repaid in less than one month may not be converted into or continued as a Eurocurrency Revolving Loan; (e) any portion of a Eurocurrency Revolving Loan which cannot be continued as a Eurocurrency Revolving Loan by reason of clause (d) above shall be automatically converted at the end of the Interest Period in effect for such Eurocurrency Revolving Loan into an ABR Borrowing; (f) no Interest Period may be selected for any Eurocurrency Revolving Borrowing that would end later than the Maturity Date in effect for any Lender; and (g) at any time when there shall have occurred and be continuing any Default or Event of Default, if the Administrative Agent or the Required Lenders shall so notify the Company, no Revolving Loan may be converted into or continued as a Eurocurrency Revolving Loan. Each notice pursuant to this Section shall be irrevocable and shall refer to this Agreement and specify (i) the identity and amount of the Revolving Borrowing to be converted or continued, (ii) whether such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing or an ABR Borrowing, (iii) if such notice requests a conversion, the date of such conversion (which shall be a Business Day) and (iv) if such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing, 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 Eurocurrency Revolving Borrowing, the Borrower shall be deemed to have selected an Interest Period of one month’s duration. If no notice shall have been given in accordance with this Section 2.06 to convert or continue any Revolving Borrowing, such Revolving Borrowing shall, at the end of the Interest Period applicable thereto (unless repaid pursuant to the terms hereof), automatically be continued into a new Interest Period as an ABR Borrowing.

Conversion and Continuation of Revolving Loans. Each Borrower The Lead Borrower, on behalf of the Borrowers, shall have the right at any time upon time, on three (3) Business Days’ prior irrevocable notice to the Administrative Agent (i) which notice, to be effective, must be received by the Administrative Agent not later than 10:30 10:00 a.m., New York City Boston time, on the day of third Business Day preceding the conversion, to convert all or any part date of any Eurocurrency Revolving Loan into an ABR Loanconversion), and (iix) not later than 10:30 a.m., New York City time, three Business Days prior to conversion or continuation, to convert any ABR Loan into outstanding Borrowings of Revolving Loans (but in no event Swingline Loans) of one Type (or a Eurocurrency portion thereof) to a Borrowing of Revolving Loan Loans of the other Type or (y) to continue any Eurocurrency Revolving Loan as a Eurocurrency Revolving Loan an outstanding Borrowing of LIBO Loans for an additional Interest Period, subject in each case to the following: (a) if less than all the outstanding principal amount no Borrowing of any Revolving Borrowing shall Loans may be converted or continuedinto, the aggregate principal amount of the Revolving Borrowing converted or continued shall be as, LIBO Loans at any time when an integral multiple Event of $5,000,000 Default has occurred and not less than $10,000,000is continuing; (b) accrued interest on if less than a full Borrowing of Revolving Borrowing (or portion thereof) being converted Loans is converted, such conversion shall be paid made pro rata among the Lenders based upon their Commitment Percentages in accordance with the respective principal amounts of the Revolving Loans comprising such Borrowing held by the Borrower at the time of such Lenders immediately prior to such conversion; (c) if any Eurocurrency the aggregate principal amount of Revolving Loan is Loans being converted into or continued as LIBO Loans shall be in an integral of $100,000 and at a time other than the end of the Interest Period applicable thereto, the Borrower shall pay, upon demand, any amounts due to the Lenders pursuant to Section 2.16least $500,000; (d) any portion each Lender shall effect each conversion by applying the proceeds of a its new LIBO Loan or Prime Rate Loan, as the case may be, to its Revolving Borrowing maturing or required to be repaid in less than one month may not be converted into or continued as a Eurocurrency Revolving LoanLoan being so converted; (e) any portion of a Eurocurrency Revolving Loan which cannot be continued as a Eurocurrency Revolving Loan by reason of clause (d) above shall be automatically converted at the end of the Interest Period with respect to a Borrowing of LIBO Loans effected by a conversion or in effect for 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 Eurocurrency Revolving Loan into an ABR continuing Borrowing, as the case may be; (f) no a Borrowing of LIBO Loans may be converted only on the last day of an Interest Period may be selected for any Eurocurrency Revolving Borrowing that would end later than the Maturity Date in effect for any Lender; andapplicable thereto; (g) at any time when there shall have occurred and be continuing any Default each request for a conversion or Event continuation of Default, if the Administrative Agent or the Required Lenders shall so notify the Company, no Revolving Loan may be converted into or continued as a Eurocurrency Revolving Loan. Each notice pursuant Borrowing of LIBO Loans which fails to this Section shall be irrevocable and shall refer to this Agreement and specify (i) the identity and amount of the Revolving Borrowing to be converted or continued, (ii) whether such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing or state an ABR Borrowing, (iii) if such notice requests a conversion, the date of such conversion (which shall be a Business Day) and (iv) if such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing, the applicable 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 Eurocurrency Revolving Borrowing, the Borrower shall be deemed to have selected be a request for an Interest Period of one (1) month’s duration; and (h) no more than eight (8) Borrowings of LIBO Loans may be outstanding at any time. If no the Lead Borrower does not give notice shall have been given in accordance with this Section 2.06 to convert any Borrowing of LIBO Loans, or continue does not give notice to continue, or does not have the right to continue, any Borrowing as LIBO Loans, in each case as provided above, such Borrowing shall automatically be converted to 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 Borrowing, Loan made by such Revolving Borrowing shall, at the end of the Interest Period applicable thereto (unless repaid pursuant to the terms hereof), automatically be continued into a new Interest Period as an ABR BorrowingLender.

Conversion and Continuation of Revolving Loans. Each The Lead Borrower shall have the right at any time upon time, on three Business Days' prior irrevocable notice to the Administrative Agent (i) which notice, to be effective, must be received by the Administrative Agent not later than 10:30 11:00 a.m., New York City Boston time, on the day of third Business Day preceding the conversion, to convert all or any part date of any Eurocurrency Revolving Loan into an ABR Loanconversion), and (iix) not later than 10:30 a.m., New York City time, three Business Days prior to conversion or continuation, to convert any ABR Loan into outstanding Borrowings of Revolving Loans (but in no event Swingline Loans) of one Type (or a Eurocurrency portion thereof) to a Borrowing of Revolving Loan Loans of the other Type or (y) to continue any Eurocurrency Revolving Loan as a Eurocurrency Revolving Loan an outstanding Borrowing of LIBO Loans for an additional Interest Period, subject in each case to the following: (a) if less than all the outstanding principal amount no Borrowing of any Revolving Borrowing shall Loans may be converted or continuedinto, the aggregate principal amount of the Revolving Borrowing converted or continued shall be as, LIBO Loans at any time when an integral multiple Event of $5,000,000 Default has occurred and not less than $10,000,000is continuing; (b) accrued interest on if less than a full Borrowing of Revolving Borrowing (or portion thereof) being converted Loans is converted, such conversion shall be paid made pro rata among the Lenders based upon their Commitment Percentages in accordance with the respective principal amounts of the Revolving Loans comprising such Borrowing held by the Borrower at the time of such Lenders immediately prior to such conversion; (c) if any Eurocurrency the aggregate principal amount of Revolving Loan is Loans being converted into or continued as LIBO Loans shall be in an integral of $100,000 and at a time other than the end of the Interest Period applicable thereto, the Borrower shall pay, upon demand, any amounts due to the Lenders pursuant to Section 2.16least $500,000; (d) any portion each Lender shall effect each conversion by applying the proceeds of a its new LIBO Loan or Prime Rate Loan, as the case may be, to its Revolving Borrowing maturing or required to be repaid in less than one month may not be converted into or continued as a Eurocurrency Revolving LoanLoan being so converted; (e) any portion of a Eurocurrency Revolving Loan which cannot be continued as a Eurocurrency Revolving Loan by reason of clause (d) above shall be automatically converted at the end of the Interest Period with respect to a Borrowing of LIBO Loans effected by a conversion or in effect for 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 Eurocurrency Revolving Loan into an ABR continuing Borrowing, as the case may be; (f) no a Borrowing of LIBO Loans may be converted only on the last day of an Interest Period may be selected for any Eurocurrency Revolving Borrowing that would end later than the Maturity Date in effect for any Lender; andapplicable thereto; (g) at any time when there shall have occurred and be continuing any Default each request for a conversion or Event continuation of Default, if the Administrative Agent or the Required Lenders shall so notify the Company, no Revolving Loan may be converted into or continued as a Eurocurrency Revolving Loan. Each notice pursuant Borrowing of LIBO Loans which fails to this Section shall be irrevocable and shall refer to this Agreement and specify (i) the identity and amount of the Revolving Borrowing to be converted or continued, (ii) whether such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing or state an ABR Borrowing, (iii) if such notice requests a conversion, the date of such conversion (which shall be a Business Day) and (iv) if such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing, the applicable 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 Eurocurrency Revolving Borrowing, the Borrower shall be deemed to have selected be a request for an Interest Period of one month’s duration; and (h) no more than five (5) Borrowings of LIBO Loans may be outstanding at any time. If no the Lead Borrower does not give notice shall have been given in accordance with this Section 2.06 to convert any Borrowing of LIBO Loans, or continue does not give notice to continue, or does not have the right to continue, any Borrowing as LIBO Loans, in each case as provided above, such Borrowing shall automatically be converted to 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 Borrowing, Loan made by such Revolving Borrowing shall, at the end of the Interest Period applicable thereto (unless repaid pursuant to the terms hereof), automatically be continued into a new Interest Period as an ABR BorrowingLender.

Conversion and Continuation of Revolving Loans. (a) Each Borrower conversion of Revolving Loans from one Interest Type to the other, and each continuation of Eurodollar Rate Loans shall have be made upon the right at any time upon prior Borrower’s irrevocable written notice to the Administrative Agent (i) in the form of a Conversion/Continuation Notice, appropriately completed and signed by a Responsible Officer of the Borrower. Each such Conversion/Continuation Notice must be received by the Administrative Agent not later than 10:30 a.m., 12:00 p.m. (New York City time, on the day of the conversion, to convert all or any part of any Eurocurrency Revolving Loan into an ABR Loan, and (ii) not later than 10:30 a.m., New York City time, three Business Days prior to the requested date of any conversion to or continuation of Eurodollar Rate Loans or of any conversion of Eurodollar Rate Loans to Base Rate Loans. The Administrative Agent shall determine the interest rate that shall apply to any converted or continued Eurodollar Rate Loans pursuant to Section 2.06(c). (b) Each Conversion/Continuation Notice shall specify (i) whether the Borrower is requesting a conversion of Revolving Loans from one Interest Type to the other, or a continuation of Eurodollar Rate Loans, (ii) the requested date of the conversion or continuation, to convert any ABR Loan into as the case may be (which shall be a Eurocurrency Revolving Loan or to continue any Eurocurrency Revolving Loan as a Eurocurrency Revolving Loan for an additional Interest PeriodBusiness Day), subject in each case to (iii) the following: (a) if less than all the outstanding principal amount of any Revolving Borrowing shall Loans to be converted or continued, (iv) the aggregate principal amount Interest Type of Revolving Loans to which existing Revolving Loans are to be converted, and (v) if applicable, the duration of the Revolving Borrowing converted or continued Interest Period with respect thereto (each such Interest Period shall be an integral multiple comply with the provisions of $5,000,000 and not less than $10,000,000; (b) accrued interest on a Revolving Borrowing (or portion thereof) being converted shall be paid by the Borrower at the time definition of conversion;“Interest Period”). (c) Notwithstanding any contrary provision hereof, if any Eurocurrency an Event of Default has occurred and is continuing, unless the Required Lenders otherwise consent, each Revolving Loan is will be converted into a Base Rate Loan at a time other than the end of the Interest Period applicable thereto, the Borrower shall pay, upon demand, any amounts due to the Lenders pursuant to Section 2.16; (d) any portion of a Revolving Borrowing maturing or required to be repaid in less than one month may not be converted into or continued as a Eurocurrency Revolving Loan; (e) any portion of a Eurocurrency Revolving Loan which cannot be continued as a Eurocurrency Revolving Loan by reason of clause (d) above shall be automatically converted at the end of the Interest Period in effect for such Eurocurrency Revolving Loan into an ABR Borrowing; (f) no Interest Period may be selected for any Eurocurrency Revolving Borrowing that would end later than the Maturity Date in effect for any Lender; and (g) at any time when there shall have occurred and be continuing any Default or Event of Default, if the Administrative Agent or the Required Lenders shall so notify the Company, no Revolving Loan may be converted into or continued as a Eurocurrency Revolving Loan. Each notice pursuant to this Section shall be irrevocable and shall refer to this Agreement and specify (i) the identity and amount of the Revolving Borrowing to be converted or continued, (ii) whether such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing or an ABR Borrowing, (iii) if such notice requests a conversion, the date of such conversion (which shall be a Business Day) and (iv) if such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing, 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 Eurocurrency Revolving Borrowing, the Borrower shall be deemed to have selected an Interest Period of one month’s duration. If no notice shall have been given in accordance with this Section 2.06 to convert or continue any Revolving Borrowing, such Revolving Borrowing shall, at the end of the Interest Period applicable thereto (unless repaid pursuant to the terms hereof), automatically be continued into a new Interest Period as an ABR Borrowing.

Conversion and Continuation of Revolving Loans. Each Borrower shall have the right at any time upon prior irrevocable notice to the Administrative Agent (i) not later than 10:30 a.m., New York City time, on the day of the conversion, to convert all or any part of any Eurocurrency Revolving Loan into an ABR Revolving Loan, and (ii) not later than 10:30 a.m., New York City time, three Business Days prior to conversion or continuation, to convert any ABR Revolving Loan into a Eurocurrency Revolving Loan or to continue any Eurocurrency Revolving Loan as a Eurocurrency Revolving Loan for an additional Interest Period, subject in each case to the following: (a) if less than all the outstanding principal amount of any Revolving Borrowing shall be converted or continued, the aggregate principal amount of the Revolving Borrowing converted or continued shall be an integral multiple of $5,000,000 and not less than $10,000,00020,000,000; (b) accrued interest on a Revolving Borrowing (or portion thereof) being converted shall be paid by the Borrower at the time of conversion; (c) if any Eurocurrency Revolving Loan 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 Lenders pursuant to Section 2.16; (d) any portion of a Revolving Borrowing maturing or required to be repaid in less than one month may not be converted into or continued as a Eurocurrency Revolving Loan; (e) any portion of a Eurocurrency Revolving Loan which cannot be continued as a Eurocurrency Revolving Loan by reason of clause (d) above shall be automatically converted at the end of the Interest Period in effect for such Eurocurrency Revolving Loan into an ABR Borrowing; (f) no Interest Period may be selected for any Eurocurrency Revolving Borrowing that would end later than the Maturity Date in effect for any Lender; and (g) at any time when there shall have occurred and be continuing any Default or Event of Default, if the Administrative Agent or the Required Lenders shall so notify the Company, no Revolving Loan may be converted into or continued as a Eurocurrency Revolving Loan. Each notice pursuant to this Section shall be irrevocable and shall refer to this Agreement and specify (i) the identity and amount of the Revolving Borrowing to be converted or continued, (ii) whether such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing or an ABR Revolving Borrowing, (iii) if such notice requests a conversion, the date of such conversion (which shall be a Business Day) and (iv) if such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing, 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 Eurocurrency Revolving Borrowing, the Borrower shall be deemed to have selected an Interest Period of one month’s duration. If no notice shall have been given in accordance with this Section 2.06 to convert or continue any Revolving Borrowing, such Revolving Borrowing shall, at the end of the Interest Period applicable thereto (unless repaid pursuant to the terms hereof), automatically be continued into a new Interest Period as an ABR Revolving Borrowing.

Conversion and Continuation of Revolving Loans. Each (a) The Lead Borrower shall have the right at any time upon time, on two Business Days’ prior irrevocable notice to the Administrative Agent (i) which notice, to be effective, must be received by the Administrative Agent not later than 10:30 a.m., New York City time, 1:00 p.m. on the day third Business Day preceding the date of the any conversion), (i) to convert all or any part outstanding Borrowings of any Eurocurrency Revolving Loan into an ABR LoanPrime Rate Loans to Borrowings of LIBO Loans, and (ii) not later than 10:30 a.m., New York City time, three Business Days prior to conversion or continuation, to convert any ABR Loan into a Eurocurrency Revolving Loan or to continue any Eurocurrency Revolving Loan as a Eurocurrency Revolving Loan an outstanding Borrowing of LIBO Loans for an additional Interest PeriodPeriod or (iii) to convert any outstanding Borrowings of LIBO Loans to a Borrowing of Prime Rate Loans, subject in each case to the following: (ai) if No Borrowing of Revolving 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 all the outstanding principal amount a full Borrowing of any Revolving Borrowing Loans is converted, such conversion shall be converted made pro rata among the Lenders based upon their Commitment Percentages of the applicable Class or continued, Classes in accordance with the respective principal amounts of the Revolving Loans comprising such Borrowing held by such Lenders immediately prior to such conversion; (iii) The aggregate principal amount of the Revolving Borrowing Prime Rate Loans being converted into or continued as LIBO Loans shall be an integral multiple in a minimum amount of $5,000,000 1,000,000 and not less than $10,000,000in integral multiples thereof (or such other amount as requested by the Lead Borrower from time to time and agreed to by Administrative Agent in its sole discretion); (biv) accrued interest on a 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 Borrowing (or portion thereof) Loan being converted shall be paid by the Borrower at the time of conversionso converted; (cv) if any Eurocurrency Revolving Loan is converted at The Interest Period with respect to a time other than Borrowing of LIBO Loans effected by a conversion or in respect to the end 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 prior to the last day of an Interest Period applicable thereto, unless the applicable Borrower shall pay, upon demand, any amounts due to the Lenders pursuant to Section 2.16; (d) any portion of a Revolving Borrowing maturing or required to be repaid pays all Breakage Costs incurred in less than one month may not be converted into or continued as a Eurocurrency Revolving Loan; (e) any portion of a Eurocurrency Revolving Loan which cannot be continued as a Eurocurrency Revolving Loan by reason of clause (d) above shall be automatically converted at the end of the Interest Period in effect for connection with such Eurocurrency Revolving Loan into an ABR Borrowing; (f) no Interest Period may be selected for any Eurocurrency Revolving Borrowing that would end later than the Maturity Date in effect for any Lenderconversion; and (gvii) at any time when there shall have occurred and be continuing any Default Each request for a conversion or Event continuation of Default, if the Administrative Agent or the Required Lenders shall so notify the Company, no Revolving Loan may be converted into or continued as a Eurocurrency Revolving Loan. Each notice pursuant Borrowing of LIBO Loans which fails to this Section shall be irrevocable and shall refer to this Agreement and specify (i) the identity and amount of the Revolving Borrowing to be converted or continued, (ii) whether such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing or state an ABR Borrowing, (iii) if such notice requests a conversion, the date of such conversion (which shall be a Business Day) and (iv) if such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing, the applicable 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 Eurocurrency Revolving Borrowing, the Borrower shall be deemed to have selected be a request for an Interest Period of one month’s duration. . (b) If no the Lead Borrower does not give notice shall have been given in accordance with this Section 2.06 to convert any Borrowing of LIBO Loans, or continue does not give notice to continue, or does not have the right to continue, any Revolving BorrowingBorrowing as LIBO Loans, in each case as provided in SECTION 2.09(a) above, such Revolving Borrowing shallshall automatically be converted to, or continued as, as applicable, a Borrowing of LIBO Loans with an Interest Period of one month, at the end expiration of the then-current Interest Period applicable thereto (unless repaid pursuant to 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 terms hereof)Lead Borrower, automatically be continued into a new Interest Period as an ABR Borrowingpromptly give each Lender notice of any conversion, in whole or part, of any Revolving Loan made by such Lender.

Conversion and Continuation of Revolving Loans. Each Borrower shall have the right at any time upon prior irrevocable notice to the Administrative Agent (i) not later than 10:30 a.m., New York City time, on the day of the conversion, to convert all or any part of any Eurocurrency Revolving Term Benchmark Loan denominated in Dollars into an ABR Loan, and (ii) not later than 10:30 a.m., New York City time, three Business Days prior to conversion or continuation, to AMERICAS/2023579349.7 34 convert any ABR Loan into a Eurocurrency Revolving Term Benchmark Loan denominated in Dollars or to continue any Eurocurrency Revolving Term Benchmark Loan as a Eurocurrency Revolving Term Benchmark Loan in the same currency for an additional Interest Period, subject in each case to the following: (a) if less than all the outstanding principal amount of any Revolving Borrowing shall be converted or continued, the aggregate principal amount of the Revolving Borrowing converted or continued shall be an integral multiple of $5,000,000 and not less than $10,000,00010,000,000 (or, in the case of a Revolving Borrowing denominated in Euro, the Euro Equivalent thereof, rounded to the nearest €1,000,000); (b) accrued interest on a Revolving Borrowing (or portion thereof) being converted shall be paid by the applicable Borrower at the time of conversion; (c) if any Eurocurrency Revolving Term Benchmark Loan is converted at a time other than the end of the Interest Period applicable thereto, the applicable Borrower shall pay, upon demand, any amounts due to the Lenders pursuant to Section 2.162.15; (d) any portion of a Revolving Borrowing maturing or required to be repaid in less than one month may not be converted into or continued as a Eurocurrency Revolving Term Benchmark Loan; (e) any portion of a Eurocurrency Revolving Term Benchmark Loan which cannot be continued as a Eurocurrency Revolving Term Benchmark Loan by reason of clause (d) above shall be automatically converted at the end of the Interest Period in effect for such Eurocurrency Revolving Term Benchmark Loan into an ABR BorrowingBorrowing (in the case of a Term Benchmark Loan denominated in Euro, in an amount equal to the Dollar Equivalent thereof); (f) no Interest Period may be selected for any Eurocurrency Revolving Term Benchmark Borrowing that would end later than the Maturity Date in effect for any Lender; and; (g) at any time when there shall have occurred and be continuing any Default or Event of Default, if the Administrative Agent or the Required Lenders shall so notify the Company, no Revolving Loan may be converted into or continued as a Eurocurrency Revolving Term Benchmark Loan; and (h) there shall not at any time be more than ten Term Benchmark Borrowings outstanding. Each notice pursuant to this Section shall be irrevocable and shall refer to this Agreement and specify (i) the identity and amount of the Revolving Borrowing to be converted or continued, (ii) whether such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Term Benchmark Borrowing or an ABR Borrowing, (iii) if such notice requests a conversion, the date of such conversion (which shall be a Business Day) and (iv) if such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Term Benchmark Borrowing, 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 Eurocurrency Revolving Term Benchmark Borrowing, the applicable Borrower shall be deemed to have selected an Interest Period of one month’s duration. If no notice shall have been given in accordance with this Section 2.06 2.05 to convert or continue any Revolving Borrowing, such Revolving Borrowing shall, at the end of the Interest Period applicable thereto (unless repaid pursuant to the terms hereof), automatically be continued into a new Interest Period as an ABR BorrowingBorrowing (in the case of a Revolving Borrowing denominated in Euro, in an amount equal to the Dollar Equivalent thereof).

Conversion and Continuation of Revolving Loans. (a) Each Borrower conversion of Revolving Loans from one Interest Type to the other, and each continuation of Adjusted Term SOFR Rate Loans, shall have be made upon the right at any time upon prior Borrower’s irrevocable written notice to the Administrative Agent (i) in the form of a Conversion/Continuation Notice, appropriately completed and signed by a Responsible Officer of the Borrower. Each such Conversion/Continuation Notice must be received by the Administrative Agent not later than 10:30 a.m., 12:00 noon (New York City time, on the day of the conversion, to convert all or any part of any Eurocurrency Revolving Loan into an ABR Loan, and ) three (ii3) not later than 10:30 a.m., New York City time, three Business Days prior to the requested date of any conversion to or continuation of Adjusted Term SOFR Rate Loans or of any conversion of Adjusted Term SOFR Rate Loans to Base Rate Loans. Except as otherwise provided herein, an Adjusted Term SOFR Rate Loan may be continued or converted only on the last day of an Interest Period for such Adjusted Term SOFR Rate Loan. The Administrative Agent shall determine the interest rate that shall apply to any converted or continued Adjusted Term SOFR Rate Loans pursuant to Section 2.07(c). (b) Each Conversion/Continuation Notice shall specify (i) whether the Borrower is requesting a conversion of Revolving Loans from one Interest Type to the other, or a continuation of Adjusted Term SOFR Rate Loans, (ii) the requested date of the conversion or continuation, to convert any ABR Loan into as the case may be (which shall be a Eurocurrency Revolving Loan or to continue any Eurocurrency Revolving Loan as a Eurocurrency Revolving Loan for an additional Interest PeriodBusiness Day), subject in each case to (iii) the following: (a) if less than all the outstanding principal amount of any Revolving Borrowing shall Loans to be converted or continued, (iv) the aggregate principal amount Interest Type of Revolving Loans to which existing Revolving Loans are to be converted, and (v) if applicable, the duration of the Revolving Borrowing converted or continued Interest Period with respect thereto (each such Interest Period shall be an integral multiple comply with the provisions of $5,000,000 and not less than $10,000,000; (b) accrued interest on a Revolving Borrowing (or portion thereof) being converted shall be paid by the Borrower at the time definition of conversion;“Interest Period”). (c) Notwithstanding any contrary provision hereof, if (i) an Event of Default of the type described in Section 8.01(a), (f) or (g) has occurred and is continuing, unless the Required Lenders otherwise consent or (ii) any Eurocurrency other Event of Default has occurred and is continuing and the Required Lenders have so requested, each Revolving Loan is will be converted into a Base Rate Loan at a time other than the end of the Interest Period applicable thereto, the Borrower shall pay, upon demand, any amounts due to the Lenders pursuant to Section 2.16; (d) any portion of a Revolving Borrowing maturing or required to be repaid in less than one month may not be converted into or continued as a Eurocurrency Revolving Loan; (e) any portion of a Eurocurrency Revolving Loan which cannot be continued as a Eurocurrency Revolving Loan by reason of clause (d) above shall be automatically converted at the end of the Interest Period in effect for such Eurocurrency Revolving Loan into an ABR Borrowing; (f) no Interest Period may be selected for any Eurocurrency Revolving Borrowing that would end later than the Maturity Date in effect for any Lender; and (g) at any time when there shall have occurred and be continuing any Default or Event of Default, if the Administrative Agent or the Required Lenders shall so notify the Company, no Revolving Loan may be converted into or continued as a Eurocurrency Revolving Loan. Each notice pursuant to this Section shall be irrevocable and shall refer to this Agreement and specify (i) the identity and amount of the Revolving Borrowing to be converted or continued, (ii) whether such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing or an ABR Borrowing, (iii) if such notice requests a conversion, the date of such conversion (which shall be a Business Day) and (iv) if such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing, 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 Eurocurrency Revolving Borrowing, the Borrower shall be deemed to have selected an Interest Period of one month’s duration. If no notice shall have been given in accordance with this Section 2.06 to convert or continue any Revolving Borrowing, such Revolving Borrowing shall, at the end of the Interest Period applicable thereto (unless repaid pursuant to the terms hereof), automatically be continued into a new Interest Period as an ABR Borrowing.

Conversion and Continuation of Revolving Loans. Each (a) The Borrower shall shall, with respect to its Revolving Borrowings, have the right at any time time, upon prior irrevocable written notice to the Administrative Agent (i) not later than 10:30 a.m.given in the manner and at the times specified in Section 2.02(f), New York City time, on with respect to the day Type of the conversion, to convert all or any part of any Eurocurrency Revolving Loan Borrowing into an ABR Loan, and (ii) not later than 10:30 a.m., New York City time, three Business Days prior to which conversion or continuationcontinuation is to be made, to convert any ABR Loan of its Revolving Borrowings into a Eurocurrency Revolving Loan or Borrowing of a different Type and to continue any Eurocurrency Revolving Loan as of its Eurodollar Borrowings into a Eurocurrency Revolving Loan for an additional subsequent Interest PeriodPeriod of any permissible duration, subject in each case to the terms and conditions of this Agreement and to the following: (ai) each conversion or continuation shall be made pro rata among the Lenders in accordance with the respective principal amounts of Revolving Loans comprising the converted or continued Revolving Borrowing; (ii) if less than all the outstanding principal amount of any Revolving Borrowing shall be converted or continued, the aggregate principal amount of the such Revolving Borrowing converted or and/or continued shall in each case not be an integral multiple of $5,000,000 and not less than $10,000,000the minimum amount set forth in Section 2.02; (b) accrued interest on a Revolving Borrowing (or portion thereof) being converted shall be paid by the Borrower at the time of conversion; (ciii) if any Eurocurrency Revolving Loan a Eurodollar Borrowing is converted at a any time other than on the end last day of the Interest Period applicable thereto, the Borrower shall pay, upon demand, pay any amounts amount due to the Lenders pursuant to Section 2.16; (div) any portion of with respect to a Revolving Borrowing, if such Revolving Borrowing maturing or required is to be repaid in less than one month converted into a Eurodollar Borrowing or if a Eurodollar Borrowing is to be continued, no Interest Period selected shall extend beyond the Termination Date; (v) interest accrued to the day immediately preceding each date of conversion or continuation shall be payable on each Revolving Borrowing that is converted or continued concurrently with such conversion or continuation; and (vi) Competitive Borrowings may not be converted into or continued as a Eurocurrency Revolving Loan;continued. (eb) any portion of a Eurocurrency Revolving Loan which cannot be continued as a Eurocurrency Revolving Loan by reason of clause (d) above shall be automatically converted at the end of the Interest Period in effect for such Eurocurrency Revolving Loan into an ABR Borrowing; (f) no Interest Period may be selected for any Eurocurrency Revolving Borrowing that would end later than the Maturity Date in effect for any Lender; and (g) at any time when there shall have occurred and be continuing any Default or Event of Default, if the Administrative Agent or the Required Lenders shall so notify the Company, no Revolving Loan may be converted into or continued as a Eurocurrency Revolving Loan. Each notice given pursuant to this Section 2.06(a) shall be irrevocable and shall refer to this Agreement and specify (i) the identity and the amount of the Revolving Borrowing that the Borrower requests to be converted or continued, ; (ii) whether such Revolving Borrowing (or any part thereof) is to be converted to or continued as a Eurocurrency Revolving Base Rate Borrowing or an ABR a Eurodollar Borrowing, ; (iii) if such notice requests a conversion, the date of such conversion (which shall be a Business Day) ); and (iv) if such Revolving Borrowing (or any part thereof) is to be converted to or continued as a Eurocurrency Revolving Eurodollar Borrowing, 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 Eurocurrency Revolving Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration, in the case of a Eurodollar Borrowing. The Administrative Agent shall advise the Lenders of any notice given pursuant to Section 2.06(a) and of each Lender’s portion of any converted or continued Borrowing. (c) If no the Borrower shall not have given notice in accordance with this Section 2.06 to continue any Eurodollar Borrowing into a subsequent Interest Period (and shall not otherwise have been given notice in accordance with this Section 2.06 to convert or continue any Revolving such Eurodollar Borrowing), such Revolving Eurodollar Borrowing shall, at shall automatically be converted into a Base Rate Borrowing. In the end event of the occurrence and continuation of a Default or an Event of Default (i) all Eurodollar Borrowings of the Borrower shall be converted into Base Rate Borrowings on the last day of the Interest Period applicable thereto then in effect, and (unless repaid pursuant to the terms hereof), automatically ii) no Base Rate Borrowing may be continued converted into a new Interest Period Borrowing of another Type so long as an ABR Borrowinga Default or Event of Default continues to exist.

Conversion and Continuation of Revolving Loans. Each Borrower shall have the right at any time upon prior irrevocable notice to the Administrative Agent (i) not later than 10:30 a.m., New York City time, on the day of the conversion, to convert all or any part of any Eurocurrency Revolving Loan denominated in Dollars into an ABR Loan, and (ii) not later than 10:30 a.m., New York City time, three Business Days prior to conversion or continuation, to convert any ABR Loan into a Eurocurrency Revolving Loan denominated in Dollars or to continue any Eurocurrency Revolving Loan as a Eurocurrency Revolving Loan in the same currency for an additional Interest Period, subject in each case to the following: (a) if less than all the outstanding principal amount of any Revolving Borrowing shall be converted or continued, the aggregate principal amount of the Revolving Borrowing converted or continued shall be an integral multiple of $5,000,000 and not less than $10,000,00010,000,000 (or, in the case of a Revolving Borrowing denominated in Euro, the Euro Equivalent thereof, rounded to the nearest €1,000,000); (b) accrued interest on a Revolving Borrowing (or portion thereof) being converted shall be paid by the applicable Borrower at the time of conversion; (c) if any Eurocurrency Revolving Loan is converted at a time other than the end of the Interest Period applicable thereto, the applicable Borrower shall pay, upon demand, any amounts due to the Lenders pursuant to Section 2.162.15; (d) any portion of a Revolving Borrowing maturing or required to be repaid in less than one month may not be converted into or continued as a Eurocurrency Revolving Loan; (e) any portion of a Eurocurrency Revolving Loan which cannot be continued as a Eurocurrency Revolving Loan by reason of clause (d) above shall be automatically converted at the end of the Interest Period in effect for such Eurocurrency Revolving Loan into an ABR BorrowingBorrowing (in the case of a Eurocurrency Loan denominated in Euro, in an amount equal to the Dollar Equivalent thereof); (f) no Interest Period may be selected for any Eurocurrency Revolving Borrowing that would end later than the Maturity Date in effect for any Lender; and; (g) at any time when there shall have occurred and be continuing any Default or Event of Default, if the Administrative Agent or the Required Lenders shall so notify the Company, no Revolving Loan may be converted into or continued as a Eurocurrency Revolving Loan; and (h) there shall not at any time be more than ten Eurocurrency Borrowings outstanding. Each notice pursuant to this Section shall be irrevocable and shall refer to this Agreement and specify (i) the identity and amount of the Revolving Borrowing to be converted or continued, (ii) whether such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing or an ABR Borrowing, (iii) if such notice requests a conversion, the date of such conversion (which shall be a Business Day) and (iv) if such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing, 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 Eurocurrency Revolving Borrowing, the applicable Borrower shall be deemed to have selected an Interest Period of one month’s duration. If no notice shall have been given in accordance with this Section 2.06 2.05 to convert or continue any Revolving Borrowing, such Revolving Borrowing shall, at the end of the Interest Period applicable thereto (unless repaid pursuant to the terms hereof), automatically be continued into a new Interest Period as an ABR BorrowingBorrowing (in the case of a Revolving Borrowing denominated in Euro, in an amount equal to the Dollar Equivalent thereof).

Conversion and Continuation of Revolving Loans. Each The Company and each other Revolving Facility Borrower shall have the right at any time upon prior irrevocable notice right, subject to the Administrative Agent terms and conditions of this Agreement, to (i) not later than 10:30 a.m., New York City time, on the day of the conversion, to convert Convert all or any part a portion of any Eurocurrency Revolving Loan into an ABR Loan, and (ii) not later than 10:30 a.m., New York City time, three Business Days prior to conversion or continuation, to convert any ABR Loan into a Eurocurrency Revolving Loan or to continue any Eurocurrency Revolving Loan as a Eurocurrency Revolving Loan for an additional Interest Period, subject in each case to the following: (a) if less than all the outstanding principal amount of any Revolving Loans of one Type made to it into a Borrowing shall or Borrowings of another Type of Loan that can be converted or continued, the aggregate principal amount of the Revolving Borrowing converted or continued shall be an integral multiple of $5,000,000 and not less than $10,000,000; (b) accrued interest on a Revolving Borrowing (or portion thereof) being converted shall be paid by the Borrower at the time of conversion; (c) if any Eurocurrency Revolving Loan is converted at a time other than the end of the Interest Period applicable thereto, the Borrower shall pay, upon demand, any amounts due made to the Lenders it pursuant to Section 2.16; (d) any portion of a Revolving Borrowing maturing or required to be repaid in less than one month may not be converted into or continued as a Eurocurrency Revolving Loan; (e) any portion of a Eurocurrency Revolving Loan which cannot be continued as a Eurocurrency Revolving Loan by reason of clause (d) above shall be automatically converted at the end of the Interest Period in effect for such Eurocurrency Revolving Loan into an ABR Borrowing; (f) no Interest Period may be selected for any Eurocurrency Revolving Borrowing that would end later than the Maturity Date in effect for any Lender; and (g) at any time when there shall have occurred 2.02 and be continuing any Default or Event of Default, if the Administrative Agent or the Required Lenders shall so notify the Company, no Revolving Loan may be converted into or continued as a Eurocurrency Revolving Loan. Each notice pursuant to this Section shall be irrevocable and shall refer to this Agreement and specify (i) the identity and amount of the Revolving Borrowing to be converted or continued, (ii) whether such Revolving Continue a Borrowing is to be converted to of Eurodollar Loans or continued Foreign Currency Loans, as a Eurocurrency Revolving Borrowing or an ABR Borrowing, (iii) if such notice requests a conversion, the date of such conversion (which shall be a Business Day) and (iv) if such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing, 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 Eurocurrency Revolving Borrowing, the Borrower shall be deemed to have selected an Interest Period of one month’s duration. If no notice shall have been given in accordance with this Section 2.06 to convert or continue any Revolving Borrowing, such Revolving Borrowing shallcase may be, at the end of the applicable Interest Period applicable thereto as a new Borrowing of Eurodollar Loans or Foreign Currency Loans (unless repaid in the same Designated Foreign Currency as the original Foreign Currency Loan) with a new Interest Period; provided, however, that (A) no Foreign Currency Loan may be Converted into a US Base Rate Loan, Eurodollar Loan or a Foreign Currency Loan that is denominated in a different Designated Foreign Currency, and (B) any Conversion of Eurodollar Loans into US Base Rate Loans shall be made on, and only on, the last day of an Interest Period for such Eurodollar Loans. Notwithstanding the foregoing, if any Borrower delivers a Notice of Continuation or Conversion requesting that the Lenders renew the Adjusted Foreign Currency Rate with respect to an outstanding Revolving Borrowing of Revolving Loans denominated in a Designated Foreign Currency, the Lenders shall be under no obligation to renew such Adjusted Foreign Currency Rate if any Lender delivers to the Global Agent a notice by 5:00 p.m., Pittsburgh time, four (4) Business Days prior to effective date of such renewal that such Lender cannot continue to provide Revolving Loans in such Designated Foreign Currency. In the event the Global Agent timely receives a notice from a Lender pursuant to the terms hereof)preceding sentence, automatically the Global Agent will notify the Borrowers promptly, but no later than 12:00 noon, Pittsburgh time, three (3) Business Days prior to the renewal date that the renewal of such Revolving Loans in such Designated Foreign Currency is not then available, and the Global Agent shall promptly thereafter notify the Lenders of the same. If the Global Agent shall have so notified the Borrowers that any such continuation of Designated Foreign Currency Loans is not then available, any notice of renewal with respect thereto shall be continued deemed withdrawn, and such Designated Foreign Currency Loans shall be redenominated into the Base Rate in Dollars with effect from the last day of the Interest Period with respect to any such Designated Foreign Currency Loans. The Global Agent will promptly notify the Borrowers and the Lenders of any such redenomination, and in such notice, the Global Agent will state the aggregate Dollar Equivalent amount of the redenominated Designated Foreign Currency Loans as of the Computation Date with respect thereto and such Lender’s ratable share thereof. If the Borrowers fail to select a new Interest Period or Designated Foreign Currency to apply to any Revolving Borrowing of Loans under the Adjusted Foreign Currency Rate at the expiration of an existing Interest Period applicable to such Revolving Borrowing in accordance with the provisions of Section 2.12 [Interest; Default Rate], the Borrowers shall be deemed to have continued such Revolving Borrowing at the same Designated Foreign Currency for an Interest Period of the same duration, as an ABR Borrowingapplicable, commencing upon the last day of the existing Interest Period.

Conversion and Continuation of Revolving Loans. Each Borrower shall have the right at any time upon prior irrevocable notice to the Administrative Agent (i) not later than 10:30 a.m., New York City time, on the day of the conversion, to convert all or any part of any Eurocurrency Revolving Loan into an ABR Revolving Loan, and (ii) not later than 10:30 a.m., New York City time, three Business Days prior to conversion or continuation, to convert any ABR Revolving Loan into a Eurocurrency Revolving Loan or to continue any Eurocurrency Revolving Loan as a Eurocurrency Revolving Loan for an additional Interest Period, subject in each case to the following: (a) if less than all the outstanding principal amount of any Revolving Borrowing shall be converted or continued, the aggregate principal amount of the Revolving Borrowing converted or continued shall be an integral multiple of $5,000,000 and not less than $10,000,00020,000,000; (b) accrued interest on a Revolving Borrowing (or portion thereof) being converted shall be paid by the Borrower at the time of conversion; (c) if any Eurocurrency Revolving Loan 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 Lenders pursuant to Section 2.16; (d) any portion of a Revolving Borrowing maturing or required to be repaid in less than one month may not be converted into or continued as a Eurocurrency Revolving Loan; (e) any portion of a Eurocurrency Revolving Loan which cannot be continued as a Eurocurrency Revolving Loan by reason of clause (d) above shall be automatically converted at the end of the Interest Period in effect for such Eurocurrency Revolving Loan into an ABR Borrowing; (f) no Interest Period may be selected for any Eurocurrency Revolving Borrowing that would end later than the Maturity Date in effect for any Lender; and (g) at any time when there shall have occurred and be continuing any Default or Event of Default, if the Administrative Agent or the Required Lenders shall so notify the Company, no Revolving Loan may be converted into or continued as a Eurocurrency Revolving Loan. Each notice pursuant to this Section shall be irrevocable and shall refer to this Agreement and specify (i) the identity and amount of the Revolving Borrowing to be converted or continued, (ii) whether such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing or an ABR Revolving Borrowing, (iii) if such notice requests a conversion, the date of such conversion (which shall be a Business Day) and (iv) if such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing, 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 Eurocurrency Revolving Borrowing, the Borrower shall be deemed to have selected an Interest Period of one month’s 's duration. If no notice shall have been given in accordance with this Section 2.06 to convert or continue any Revolving Borrowing, such Revolving Borrowing shall, at the end of the Interest Period applicable thereto (unless repaid pursuant to the terms hereof), automatically be continued into a new Interest Period as an ABR Revolving Borrowing.

Conversion and Continuation of Revolving Loans. Each Borrower shall have the right at any time upon prior irrevocable notice to the Administrative Agent (i) not later than 10:30 a.m., New York City time, on the day of the conversion, to convert all or any part of any Eurocurrency Revolving Loan into an ABR Loan, and (ii) not later than 10:30 a.m., New York City time, three Business Days prior to conversion or continuation, to convert any ABR Loan into a Eurocurrency Revolving Loan or to continue any Eurocurrency Revolving Loan as a Eurocurrency Revolving Loan for an additional Interest Period, subject in each case to the following: (a) if less than all the outstanding principal amount of any Revolving Borrowing shall be converted or continued, the aggregate principal amount of the Revolving Borrowing converted or continued shall be an integral multiple of $5,000,000 and not less than $10,000,000; (b) accrued interest on a Revolving Borrowing (or portion thereof) being converted shall be paid by the Borrower at the time of conversion; (c) if any Eurocurrency Revolving Loan 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 Lenders pursuant to Section 2.162.15; (d) any portion of a Revolving Borrowing maturing or required to be repaid in less than one month may not be converted into or continued as a Eurocurrency Revolving Loan; (e) any portion of a Eurocurrency Revolving Loan which cannot be continued as a Eurocurrency Revolving Loan by reason of clause (d) above shall be automatically converted at the end of the Interest Period in effect for such Eurocurrency Revolving Loan into an ABR Borrowing; (f) no Interest Period may be selected for any Eurocurrency Revolving Borrowing that would end later than the Maturity Date in effect for any Lender; and (g) at any time when there shall have occurred and be continuing any Default or Event of Default, if the Administrative Agent or the Required Lenders shall so notify the Company, no Revolving Loan may be converted into or continued as a Eurocurrency Revolving Loan. Each notice pursuant to this Section shall be irrevocable and shall refer to this Agreement and specify (i) the identity and amount of the Revolving Borrowing to be converted or continued, (ii) whether such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing or an ABR Borrowing, (iii) if such notice requests a conversion, the date of such conversion (which shall be a Business Day) and (iv) if such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing, 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 Eurocurrency Revolving Borrowing, the Borrower shall be deemed to have selected an Interest Period of one month’s duration. If no notice shall have been given in accordance with this Section 2.06 2.05 to convert or continue any Revolving Borrowing, such Revolving Borrowing shall, at the end of the Interest Period applicable thereto (unless repaid pursuant to the terms hereof), automatically be continued into a new Interest Period as an ABR Borrowing.

Conversion and Continuation of Revolving Loans. Each Borrower shall have 7.5.1 Ideal (on behalf of the right at any time Borrowers) may, upon prior irrevocable written notice to the Administrative Agent (i) not later than 10:30 a.m., New York City time, on the day of the conversion, to convert all or any part of any Eurocurrency Revolving Loan into an ABR Loan, and (ii) not later than 10:30 a.m., New York City time, three Business Days prior to conversion or continuation, to convert any ABR Loan into a Eurocurrency Revolving Loan or to continue any Eurocurrency Revolving Loan as a Eurocurrency Revolving Loan for an additional Interest Period, subject in each case to the followingaccordance with clause 7.5.2: (a) if less than all at any time after the outstanding principal Outstandings in respect of Reference Revolving Rate Loans are equal to or exceed an amount equal to an Original Sterling Amount of (pound)20,000,000 elect, as of any business day, in the case of Reference Rate Revolving Borrowing shall be converted Loans, to convert any such Reference Rate Revolving Loans (or continued, the aggregate principal any part thereof) in an amount of the Revolving Borrowing converted or continued shall be an integral multiple of $5,000,000 and not less than $10,000,000(pound)1,000,000 into LIBOR Revolving Loans; (b) accrued interest elect, as of the last day of the applicable Interest Period, to continue any LIBOR Revolving Loans having Interest Periods expiring on a Revolving Borrowing such day (or portion any part thereof) being converted shall be paid by the Borrower at the time in an amount or integral multiple of conversion; (c) if any Eurocurrency Revolving Loan 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 Lenders pursuant to Section 2.16; (d) any portion of a Revolving Borrowing maturing or required to be repaid in not less than one month may not (pound)1,000,000. 7.5.2 If any Revolving Loans are to be converted into or continued as LIBOR Revolving Loans, Ideal shall deliver a Eurocurrency notice of conversion or continuation (a "NOTICE OF CONVERSION/CONTINUATION") to be received by the Agent not later than 11.00 a. m. at least 1 business day (in the case of any Revolving LoanLoan denominated in sterling) and at least 3 business days (in the case of any Revolving Loan denominated in a Foreign Currency), in advance of the proposed date of conversion or continuation specifying: (a) the proposed date of such conversion or continuation; (eb) any portion the aggregate amount of a Eurocurrency Revolving Loan which cannot Loans to be continued as a Eurocurrency Revolving Loan by reason of clause (d) above shall be automatically converted at the end of the Interest Period in effect for such Eurocurrency Revolving Loan into an ABR Borrowing; (f) no Interest Period may be selected for any Eurocurrency Revolving Borrowing that would end later than the Maturity Date in effect for any Lenderor continued; and (gc) at the type of Revolving Loans resulting from the proposed conversion or continuation. 7.5.3 If upon drawdown of any time when there shall have occurred and Revolving Loan or upon the expiry of any Interest Period applicable to any LIBOR Revolving Loan, Ideal has failed to select a new Interest Period to be continuing applicable thereto or if any Default or Event of Default then exists, Ideal shall be deemed to have elected to convert such LIBOR Revolving Loan into a Reference Rate Revolving Loan as of the expiry date of such Interest Period. 7.5.4 During the existence of a Default or an Event of Default, if the Administrative Agent or the Required Lenders shall so notify the Company, no Ideal may not elect to have a Revolving Loan may be converted into or continued as a Eurocurrency LIBOR Revolving Loan. Each notice pursuant to this Section shall be irrevocable and shall refer to this Agreement and specify (i) the identity and amount of the Revolving Borrowing to be converted or continued, (ii) whether such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing or an ABR Borrowing, (iii) if such notice requests a conversion, the date of such conversion (which shall be a Business Day) and (iv) if such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing, 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 Eurocurrency Revolving Borrowing, the Borrower shall be deemed to have selected an Interest Period of one month’s duration. If no notice shall have been given in accordance with this Section 2.06 to convert or continue any Revolving Borrowing, such Revolving Borrowing shall, at the end of the Interest Period applicable thereto (unless repaid pursuant to the terms hereof), automatically be continued into a new Interest Period as an ABR Borrowing.

Conversion and Continuation of Revolving Loans. Each The Borrower shall have the right at any time upon prior irrevocable notice may, by delivery to the Administrative Agent Bank of a Continuation/Conversion Notice (iherein called a "Continuation/Conversion Notice") not later than 10:30 a.m.in the form of EXHIBIT G attached hereto with appropriate insertions, New York City timebefore 1:00 P.M., on the day of the conversion, to convert all or any part of any Eurocurrency Revolving Loan into an ABR Loan, and (ii) not later than 10:30 a.m., New York City Chicago time, three (3) Business Days prior to conversion or continuation, to convert or continue Revolving Loans as follows: (a) convert LIBOR Rate Loans into Prime Rate Loans, (b) convert Prime Rate Loans into LIBOR Rate Loans, and (c) continue any ABR such Revolving Loan into a Eurocurrency Revolving Loan subsequent Interest Period of the same duration or to continue of any Eurocurrency Revolving Loan as a Eurocurrency Revolving Loan for an additional Interest Periodother duration permitted hereunder, subject in each case to the following: (ai) if less than all the outstanding principal amount of any Revolving Borrowing shall be converted or continued, the aggregate principal amount of the Revolving Borrowing converted or continued shall be an integral multiple of $5,000,000 and not less than $10,000,000; (b) accrued interest on a Revolving Borrowing (or portion thereof) being converted shall be paid by the Borrower at the time of conversion; (c) if any Eurocurrency Revolving Loan is converted at a time other than the end of the Interest Period applicable thereto, to any LIBOR Rate Loan resulting from a conversion shall be specified by the Borrower shall pay, upon demand, any amounts due to in the Lenders pursuant to Section 2.16; (d) any portion of a Revolving Borrowing maturing or required to be repaid in less than one month may not be converted into or continued as a Eurocurrency Revolving Loan; (e) any portion of a Eurocurrency Revolving Loan which cannot be continued as a Eurocurrency Revolving Loan by reason of clause (d) above shall be automatically converted at the end of the Interest Period in effect for such Eurocurrency Revolving Loan into an ABR Borrowing; (f) no Interest Period may be selected for any Eurocurrency Revolving Borrowing that would end later than the Maturity Date in effect for any Lender; and (g) at any time when there shall have occurred and be continuing any Default or Event of Default, if the Administrative Agent or the Required Lenders shall so notify the Company, no Revolving Loan may be converted into or continued as a Eurocurrency Revolving Loan. Each notice Continuation/Conversion Notice delivered pursuant to this Section Section; PROVIDED, HOWEVER, that if no such Interest Period shall be irrevocable and shall refer to this Agreement and specify (i) the identity and amount of the Revolving Borrowing to be converted or continued, (ii) whether such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing or an ABR Borrowing, (iii) if such notice requests a conversion, the date of such conversion (which shall be a Business Day) and (iv) if such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing, 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 Eurocurrency Revolving Borrowingspecified, the Borrower shall be deemed to have selected an Interest Period Period, in the case of a LIBOR Rate Loan, of one (1) month’s 's duration. If no the Borrower shall not have given timely notice shall have been given in accordance with this Section 2.06 to convert or continue any Revolving BorrowingLoan into a subsequent Interest Period and shall not otherwise have given notice to convert such Revolving Loan, such Revolving Borrowing shall, at the end of the Interest Period applicable thereto (Loan unless repaid pursuant to the terms hereof), hereof shall automatically be continued converted into a new Prime Rate Loan; (ii) in the case of a conversion or continuation of less than all Revolving Loans, the aggregate principal amount of such Revolving Loans converted or continued shall be not less than $100,000 or any larger integral multiple of $50,000; (iii) if any LIBOR Rate Loan is converted at a time other than the last day of an Interest Period applicable thereto, the Borrower shall at the time of conversion pay any loss or expense (including, without limitation, breakage losses and expenses) associated therewith pursuant to SECTION 4.11; (iv) any portion of a Revolving Loan maturing or required to be repaid in less than one (1) month may not be converted into, or continued as, a LIBOR Rate Loan; and (v) any portion of a LIBOR Rate Loan required to be paid on any principal payment date occurring in less than one (1) month after the end of the then-current Interest Period applicable to such Loan shall be automatically converted at the end of such Interest Period into a Prime Rate Loan. Notwithstanding the foregoing, so long as an ABR Borrowingany Default shall exist, no Revolving Loans shall be converted to or continued as LIBOR Rate Loans.

Conversion and Continuation of Revolving Loans. (a) Each Borrower conversion of Revolving Loans from one Interest Type to the other, and each continuation of LIBOR Rate Loans, shall have be made upon the right at any time upon prior Borrower’s irrevocable written notice to the Administrative Agent (i) in the form of a Conversion/Continuation Notice, appropriately completed and signed by a Responsible Officer of the Borrower. Each such Conversion/Continuation Notice must be received by the Administrative Agent not later than 10:30 a.m., 12:00 noon (New York City time, on the day of the conversion, to convert all or any part of any Eurocurrency Revolving Loan into an ABR Loan, and ) three (ii3) not later than 10:30 a.m., New York City time, three Business Days prior to the requested date of any conversion to or continuation of LIBOR Rate Loans or of any conversion of LIBOR Rate Loans to Base Rate Loans. Except as otherwise provided herein, a LIBOR Rate Loan may be continued or converted only on the last day of an Interest Period for such LIBOR Rate Loan. The Administrative Agent shall determine the interest rate that shall apply to any converted or continued LIBOR Rate Loans pursuant to Section 2.07(c). (b) Each Conversion/Continuation Notice shall specify (i) whether the Borrower is requesting a conversion of Revolving Loans from one Interest Type to the other, or a continuation of LIBOR Rate Loans, (ii) the requested date of the conversion or continuation, to convert any ABR Loan into as the case may be (which shall be a Eurocurrency Revolving Loan or to continue any Eurocurrency Revolving Loan as a Eurocurrency Revolving Loan for an additional Interest PeriodBusiness Day), subject in each case to (iii) the following: (a) if less than all the outstanding principal amount of any Revolving Borrowing shall Loans to be converted or continued, (iv) the aggregate principal amount Interest Type of Revolving Loans to which existing Revolving Loans are to be converted, and (v) if applicable, the duration of the Revolving Borrowing converted or continued Interest Period with respect thereto (each such Interest Period shall be an integral multiple comply with the provisions of $5,000,000 and not less than $10,000,000; (b) accrued interest on a Revolving Borrowing (or portion thereof) being converted shall be paid by the Borrower at the time definition of conversion;“Interest Period”). (c) Notwithstanding any contrary provision hereof, if (i) an Event of Default of the type described in Section 8.01(a), (f) or (g) has occurred and is continuing, unless the Required Lenders otherwise consent or (ii) any Eurocurrency other Event of Default has occurred and is continuing and the Required Lenders have so requested, each Revolving Loan is will be converted into a Base Rate Loan at a time other than the end of the Interest Period applicable thereto, the Borrower shall pay, upon demand, any amounts due to the Lenders pursuant to Section 2.16; (d) any portion of a Revolving Borrowing maturing or required to be repaid in less than one month may not be converted into or continued as a Eurocurrency Revolving Loan; (e) any portion of a Eurocurrency Revolving Loan which cannot be continued as a Eurocurrency Revolving Loan by reason of clause (d) above shall be automatically converted at the end of the Interest Period in effect for such Eurocurrency Revolving Loan into an ABR Borrowing; (f) no Interest Period may be selected for any Eurocurrency Revolving Borrowing that would end later than the Maturity Date in effect for any Lender; and (g) at any time when there shall have occurred and be continuing any Default or Event of Default, if the Administrative Agent or the Required Lenders shall so notify the Company, no Revolving Loan may be converted into or continued as a Eurocurrency Revolving Loan. Each notice pursuant to this Section shall be irrevocable and shall refer to this Agreement and specify (i) the identity and amount of the Revolving Borrowing to be converted or continued, (ii) whether such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing or an ABR Borrowing, (iii) if such notice requests a conversion, the date of such conversion (which shall be a Business Day) and (iv) if such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing, 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 Eurocurrency Revolving Borrowing, the Borrower shall be deemed to have selected an Interest Period of one month’s duration. If no notice shall have been given in accordance with this Section 2.06 to convert or continue any Revolving Borrowing, such Revolving Borrowing shall, at the end of the Interest Period applicable thereto (unless repaid pursuant to the terms hereof), automatically be continued into a new Interest Period as an ABR Borrowing.

Conversion and Continuation of Revolving Loans. Each The Borrower shall have the right at any time upon time, on three Business Days’ prior irrevocable notice to the Administrative Agent (i) which notice, to be effective, must be received by the Administrative Agent not later than 10:30 11:00 a.m., New York City Charlotte, North Carolina time, on the day of third Business Day preceding the conversion, to convert all or any part date of any Eurocurrency Revolving Loan into an ABR Loanconversion), and (iix) not later than 10:30 a.m., New York City time, three Business Days prior to conversion or continuation, to convert any ABR Loan into outstanding Borrowings of Revolving Loans (but in no event Swingline Loans) of one Type (or a Eurocurrency portion thereof) to a Borrowing of Revolving Loan Loans of the other Type or (y) to continue any Eurocurrency Revolving Loan as a Eurocurrency Revolving Loan an outstanding Borrowing of LIBO Loans for an additional Interest Period, subject in each case to the following: (a) if less than all the outstanding principal amount no Borrowing of any Revolving Borrowing shall Loans may be converted or continuedinto, the aggregate principal amount of the Revolving Borrowing converted or continued shall be as, LIBO Loans at any time when an integral multiple Event of $5,000,000 Default has occurred and not less than $10,000,000is continuing; (b) accrued interest on if less than a full Borrowing of Revolving Borrowing (or portion thereof) being converted Loans is converted, such conversion shall be paid made pro rata among the Lenders based upon their Commitment Percentages in accordance with the respective principal amounts of the Revolving Loans comprising such Borrowing held by the Borrower at the time of such Lenders immediately prior to such conversion; (c) if any Eurocurrency the aggregate principal amount of Revolving Loan is Loans being converted into or continued as LIBO Loans shall be in an integral multiple of $100,000 and at a time other than the end of the Interest Period applicable thereto, the Borrower shall pay, upon demand, any amounts due to the Lenders pursuant to Section 2.16least $500,000; (d) any portion each Lender shall effect each conversion by applying the proceeds of a its new LIBO Loan or Prime Rate Loan, as the case may be, to its Revolving Borrowing maturing or required to be repaid in less than one month may not be converted into or continued as a Eurocurrency Revolving LoanLoan being so converted; (e) any portion of a Eurocurrency Revolving Loan which cannot be continued as a Eurocurrency Revolving Loan by reason of clause (d) above shall be automatically converted at the end of the Interest Period with respect to a Borrowing of LIBO Loans effected by a conversion or in effect for 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 Eurocurrency Revolving Loan into an ABR continuing Borrowing, as the case may be; (f) no a Borrowing of LIBO Loans may be converted only on the last day of an Interest Period may be selected for any Eurocurrency Revolving Borrowing that would end later than the Maturity Date in effect for any Lender; andapplicable thereto; (g) at any time when there shall have occurred and be continuing any Default each request for a conversion or Event continuation of Default, if the Administrative Agent or the Required Lenders shall so notify the Company, no Revolving Loan may be converted into or continued as a Eurocurrency Revolving Loan. Each notice pursuant Borrowing of LIBO Loans which fails to this Section shall be irrevocable and shall refer to this Agreement and specify (i) the identity and amount of the Revolving Borrowing to be converted or continued, (ii) whether such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing or state an ABR Borrowing, (iii) if such notice requests a conversion, the date of such conversion (which shall be a Business Day) and (iv) if such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing, the applicable 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 Eurocurrency Revolving Borrowing, the Borrower shall be deemed to have selected be a request for an Interest Period of one month’s duration; and (h) no more than three (3) Borrowings of LIBO Loans may be outstanding at any time. If no the Borrower does not give notice shall have been given in accordance with this Section 2.06 to convert any Borrowing of LIBO Loans, or continue does not give notice to continue, or does not have the right to continue, any Borrowing as LIBO Loans, in each case as provided above, such Borrowing shall automatically be converted to 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 Borrower, promptly give each Lender notice of any conversion, in whole or part, of any Revolving Borrowing, Loan made by such Revolving Borrowing shall, at the end of the Interest Period applicable thereto (unless repaid pursuant to the terms hereof), automatically be continued into a new Interest Period as an ABR BorrowingLender.

Conversion and Continuation of Revolving Loans. Each Borrower shall have the right at any time upon prior irrevocable notice to the Administrative Agent (i) not later than 10:30 a.m.2:00 p.m., New York City timeLocal Time, on the day of the conversion, to convert all or any part of any Eurocurrency Revolving Loan into an ABR LoanLoan (provided that a Borrowing denominated in an Alternative Currency may not be converted into an ABR Borrowing), and (ii) not later than 10:30 a.m., New York City timeLocal Time, three Business Days prior to conversion or continuation, to convert any ABR Loan into a Eurocurrency Revolving Loan or to continue any Eurocurrency Revolving Loan as a Eurocurrency Revolving Loan for an additional Interest Period, subject in each case to the following: (a) if less than all the outstanding principal amount of any Revolving Borrowing shall be converted or continued, the aggregate principal amount of the Revolving Borrowing converted or continued shall be an integral multiple of $5,000,000 the Borrowing Multiple and not less than $10,000,000the Borrowing Minimum; (b) accrued interest on a Revolving Borrowing (or portion thereof) being converted shall be paid by the applicable Borrower at the time of conversion; (c) if any Eurocurrency Revolving Loan is converted at a time other than the end of the Interest Period applicable thereto, the applicable Borrower shall pay, upon demand, any amounts due to the Lenders pursuant to Section 2.16; (d) any portion of a Revolving Borrowing maturing or required to be repaid in less than one month may not be converted into or continued as a Eurocurrency Revolving Loan; (e) any portion of a Eurocurrency Revolving Loan which cannot be continued as a Eurocurrency Revolving Loan by reason of clause (d) above shall be automatically converted at the end of the Interest Period in effect for such Eurocurrency Revolving Loan into an ABR Borrowing; (f) no Interest Period may be selected for any Eurocurrency Revolving Borrowing that would end later than the Maturity Date in effect for any Lender; (g) no Revolving Loan may be converted into a Revolving Loan denominated in a different currency; and (gh) at any time when there shall have occurred and be continuing any Default or Event of Default, if the Administrative Agent or the Required Lenders shall so notify the Company, no Revolving Loan may be converted into or continued as a Eurocurrency Revolving Loan. Each notice pursuant to this Section shall be irrevocable and shall refer to this Agreement and specify (i) the identity and amount of the Revolving Borrowing to be converted or continued, (ii) whether such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing or an ABR Borrowing, (iii) if such notice requests a conversion, the date of such conversion (which shall be a Business Day) and (iv) if such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing, 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 Eurocurrency Revolving Borrowing, the applicable Borrower shall be deemed to have selected an Interest Period of one month’s duration. If no notice shall have been given in accordance with this Section 2.06 to convert or continue any Revolving Borrowing, such Revolving Borrowing shall, at the end of the Interest Period applicable thereto (unless repaid pursuant to the terms hereof), (a) in the case of a Borrowing denominated in Dollars, automatically be continued into a new Interest Period as an ABR Borrowing, and (b) in the case of a Borrowing denominated in an Alternative Currency, become due and payable on the last day of such Interest Period.

Conversion and Continuation of Revolving Loans. Each (a) The Lead Borrower shall have the right at any time upon time, on two Business Days’ prior irrevocable notice to the Administrative Agent (i) which notice, to be effective, must be received by the Administrative Agent not later than 10:30 a.m., New York City time, 1:00 p.m. on the day third Business Day preceding the date of the any conversion), (i) to convert all or any part outstanding Borrowings of any Eurocurrency Revolving Loan into an ABR LoanPrime Rate Loans to Borrowings of LIBO Loans, and (ii) not later than 10:30 a.m., New York City time, three Business Days prior to conversion or continuation, to convert any ABR Loan into a Eurocurrency Revolving Loan or to continue any Eurocurrency Revolving Loan as a Eurocurrency Revolving Loan an outstanding Borrowing of LIBO Loans for an additional Interest PeriodPeriod or (iii) to convert any outstanding Borrowings of LIBO Loans to a Borrowing of Prime Rate Loans, subject in each case to the following: (ai) if No Borrowing of Revolving 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 all the outstanding principal amount a full Borrowing of any Revolving Borrowing Loans is converted, such conversion shall be converted made pro rata among the Lenders based upon their Commitment Percentages of the applicable Class or continued, Classes in accordance with the respective principal amounts of the Revolving Loans comprising such Borrowing held by such Lenders immediately prior to such conversion; (iii) The aggregate principal amount of the Revolving Borrowing Prime Rate Loans being converted into or continued as LIBO Loans shall be an integral multiple in a minimum amount of $5,000,000 1,000,000 and not less than $10,000,000in integral multiples thereof (or such other amount as requested by the Lead Borrower from time to time and agreed to by Administrative Agent in its sole discretion); (biv) accrued interest on a 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 Borrowing (or portion thereof) Loan being converted shall be paid by the Borrower at the time of conversionso converted; (cv) if any Eurocurrency Revolving Loan is converted at The Interest Period with respect to a time other than Borrowing of LIBO Loans effected by a conversion or in respect to the end 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 prior to the last day of an Interest Period applicable thereto, unless the applicable Borrower shall pay, upon demand, any amounts due to the Lenders pursuant to Section 2.16; (d) any portion of a Revolving Borrowing maturing or required to be repaid pays all Breakage Costs incurred in less than one month may not be converted into or continued as a Eurocurrency Revolving Loan; (e) any portion of a Eurocurrency Revolving Loan which cannot be continued as a Eurocurrency Revolving Loan by reason of clause (d) above shall be automatically converted at the end of the Interest Period in effect for connection with such Eurocurrency Revolving Loan into an ABR Borrowing; (f) no Interest Period may be selected for any Eurocurrency Revolving Borrowing that would end later than the Maturity Date in effect for any Lenderconversion; and (gvii) at any time when there shall have occurred and be continuing any Default Each request for a conversion or Event continuation of Default, if the Administrative Agent or the Required Lenders shall so notify the Company, no Revolving Loan may be converted into or continued as a Eurocurrency Revolving Loan. Each notice pursuant Borrowing of LIBO Loans which fails to this Section shall be irrevocable and shall refer to this Agreement and specify (i) the identity and amount of the Revolving Borrowing to be converted or continued, (ii) whether such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing or state an ABR Borrowing, (iii) if such notice requests a conversion, the date of such conversion (which shall be a Business Day) and (iv) if such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing, the applicable 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 Eurocurrency Revolving Borrowing, the Borrower shall be deemed to have selected be a request for an Interest Period of one month’s duration. . (b) If no the Lead Borrower does not give notice shall have been given in accordance with this Section 2.06 to convert any Borrowing of LIBO Loans, or continue does not give notice to continue, or does not have the right to continue, any Revolving BorrowingBorrowing as LIBO Loans, in each case as provided in SECTION 2.09(a) above, such Revolving Borrowing shallshall automatically be converted to, or continued as, as applicable, a Borrowing of LIBO Loans with an Interest Period of one month, at the end expiration of the then-current Interest Period applicable thereto 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 Loan made by such Lender. (unless repaid pursuant c) Anything to the terms hereof)contrary contained herein notwithstanding, automatically be continued into a new Interest Period neither the Administrative Agent, nor any Lender, nor any of their Participants, is required actually to acquire eurodollar deposits to fund or otherwise match fund any Obligation as an ABR Borrowingto which interest accrues at the LIBO Rate.

Conversion and Continuation of Revolving Loans. Each The Borrower shall have the right at any time upon prior irrevocable notice may, by delivery to the Administrative Agent of a notice in the form of Exhibit C attached hereto (i"Continuation/Conversion Notice") not later than 10:30 a.m.with appropriate insertions, New York City timebefore 10:00 A.M., on the day of the conversion, to convert all or any part of any Eurocurrency Revolving Loan into an ABR Loan, and (ii) not later than 10:30 a.m., New York City Chicago time, three (3) Business Days prior to conversion or continuation, to convert any ABR or continue Revolving Loans as follows: (a) convert Eurodollar Loans into Floating Rate Loans, (b) convert Floating Rate Loans into Eurodollar Loans and (c) continue a Eurodollar Loan into a Eurocurrency Revolving Loan subsequent Interest Period of the same duration or to continue of any Eurocurrency Revolving Loan as a Eurocurrency Revolving Loan for an additional Interest Periodother duration permitted hereunder, subject in each case to the following: (a) if less than all the outstanding principal amount of any Revolving Borrowing shall be converted or continued, the aggregate principal amount of the Revolving Borrowing converted or continued shall be an integral multiple of $5,000,000 and not less than $10,000,000; (b) accrued interest on a Revolving Borrowing (or portion thereof) being converted shall be paid by the Borrower at the time of conversion; (c) if any Eurocurrency Revolving Loan is converted at a time other than the end of the Interest Period applicable thereto, to any Eurodollar Loan resulting from a conversion shall be specified by the Borrower shall pay, upon demand, any amounts due to in the Lenders pursuant to Section 2.16; (d) any portion of a Revolving Borrowing maturing or required to be repaid in less than one month may not be converted into or continued as a Eurocurrency Revolving Loan; (e) any portion of a Eurocurrency Revolving Loan which cannot be continued as a Eurocurrency Revolving Loan by reason of clause (d) above shall be automatically converted at the end of the Interest Period in effect for such Eurocurrency Revolving Loan into an ABR Borrowing; (f) no Interest Period may be selected for any Eurocurrency Revolving Borrowing that would end later than the Maturity Date in effect for any Lender; and (g) at any time when there shall have occurred and be continuing any Default or Event of Default, if the Administrative Agent or the Required Lenders shall so notify the Company, no Revolving Loan may be converted into or continued as a Eurocurrency Revolving Loan. Each notice Continuation/ Conversion Notice delivered pursuant to this Section Section; provided, however, that if no such Interest Period shall be irrevocable and shall refer to this Agreement and specify (i) the identity and amount of the Revolving Borrowing to be converted or continued, (ii) whether such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing or an ABR Borrowing, (iii) if such notice requests a conversion, the date of such conversion (which shall be a Business Day) and (iv) if such Revolving Borrowing is to be converted to or continued as a Eurocurrency Revolving Borrowing, 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 Eurocurrency Revolving Borrowingspecified, the Borrower shall be deemed to have selected an Interest Period of one month’s 's duration. If no the Borrower shall not have given timely notice to continue any Eurodollar Loan into a subsequent Interest Period and shall not otherwise have been given in accordance with this Section 2.06 notice to convert or continue any Revolving Borrowingsuch Eurodollar Loan, such Revolving Borrowing shall, at the end of the Interest Period applicable thereto (Eurodollar Loan unless repaid pursuant to the terms hereof), hereof shall automatically be continued converted into a new Floating Rate Loan; (b) if less than all Revolving Loans at the time outstanding shall be converted or continued, such conversion or continuation shall be made pro rata among the Lenders, as applicable, in accordance with the respective principal amounts of Revolving Loans of such Type (and having the same Interest Period) held by such Lenders immediately prior to such conversion or continuation; (c) in the case of a conversion or continuation of less than the full amount of any Revolving Loan, the aggregate principal amount of the converted or continued Eurodollar Loan, if any, shall be not less than $1,000,000 or any larger integral multiple of $500,000; (d) if any Eurodollar Loan is converted at a time other than the last day of an Interest Period applicable thereto, the Borrower shall at the time of conversion pay any loss or expense (including, without limitation, breakage losses and expenses) associated therewith pursuant to Section 4.6; (e) any portion of a Eurodollar Loan required to be paid on any principal payment date occurring in less than one month after the end of the then-current Interest Period applicable to such Eurodollar Loan shall be automatically converted at the end of such Interest Period into a Floating Rate Loan. Notwithstanding the foregoing, so long as an ABR Borrowingany Default or Event of Default shall exist, no Revolving Loans shall be converted to or continued as Eurodollar Loans.