Common use of Conversion/Continuation Option Clause in Contracts

Conversion/Continuation Option. The Borrower may elect (i) at any time to convert Base Rate Loans or any portion thereof to Eurodollar Rate Loans or (ii) at the end of any Interest Period with respect thereto, to convert Eurodollar Rate Loans or any portion thereof into Base Rate Loans, or to continue such Eurodollar Rate Loans or any portion thereof for an additional Interest Period; provided, however, that the aggregate of the Eurodollar Rate Loans for each Interest Period therefor must be in the amount of $5,000,000 or an integral multiple of $1,000,000 in excess thereof. Each conversion or continuation shall be allocated among the Revolving Credit Loans of all Lenders in accordance with their Ratable Portion. Each such election shall be in substantially the form of Exhibit D hereto (a "Notice of Conversion or Continuation") and shall be made by giving the Agent at least three Business Days' prior written notice thereof specifying (A) the amount and type of conversion or continuation, and (B) in the case of a conversion, the date of conversion (which date shall be a Business Day and, if a conversion from Eurodollar Rate Loans, shall also be the last day of the Interest Period therefor). No conversion of any Swing Loan from a Base Rate Loan may be made. The Agent shall promptly notify each Lender of its receipt of a Notice of Conversion or Continuation and of the contents thereof. Notwithstanding the foregoing, no conversion in whole or in part of Base Rate Loans to Eurodollar Rate Loans, and no continuation in whole or in part of Eurodollar Rate Loans upon the expiration of any Interest Period therefor, shall be permitted at any time at which a Default or an Event of Default shall have occurred and be continuing. If, within the time period required under the terms of this Section 2.8, the Agent does not receive a Notice of Conversion or Continuation from the Borrower containing a permitted election to continue any Eurodollar Rate Loans for an additional Interest Period or to convert any such Loans, or on any date the aggregate unpaid principal amount of Eurodollar Rate Loans comprising any Borrowing is reduced, by payment or prepayment or otherwise, to less than $5,000,000, then, upon the expiration of the Interest Period therefor, such Loans will be automatically converted to Base Rate Loans. Each Notice of Conversion or Continuation shall be irrevocable.

Conversion/Continuation Option. The Borrower may elect (i) at any time to convert Base Rate Loans or any portion thereof Portions to Eurodollar Rate Loans Portions or (ii) at the end of any Interest Period with respect thereto, to convert Eurodollar Rate Loans or any portion thereof Portions into Base Rate LoansPortions, or to continue such Eurodollar Rate Loans or any portion thereof Portions for an additional Interest PeriodPeriod or (iii) pursuant to Section 2.17, convert a Swing Advance into a Eurodollar Rate Portion or (iv) pursuant to Section 2.19, convert an Unpaid Drawing into a Eurodollar Rate Portion; provided, however, that the aggregate of the Eurodollar Rate Loans Portions for each Interest Period therefor must be in the amount of $5,000,000 or an integral multiple of $1,000,000 500,000 in excess thereof. Each conversion or continuation shall be allocated among the Revolving Credit Loans Notes of all Lenders in accordance with their Ratable Portion. Each such election shall be in substantially the form of Exhibit D C hereto (a "Notice of Conversion or Continuation") and shall be made by giving the Administrative Agent prior to 10:00 a.m. New York City Time, at least three (3) Business Days' prior notice (in writing or by telephone, provided, that if such notice is by telephone, written confirmation shall be received within one (1) Business Day of such telephonic notice) thereof, which notice thereof shall be irrevocable, specifying (A) the amount and type of conversion or continuation, (B) in the case of a conversion to or a continuation of Eurodollar Rate Portions, each Interest Period therefor, and (BC) in the case of a conversion, the date of conversion (which date shall be a Business Day and, if a conversion from Eurodollar Rate LoansPortions, shall also be the last day of the Interest Period therefor). No conversion of In no event shall more than five Eurodollar Rate Portions be outstanding at any Swing Loan from a Base Rate Loan may be madeone time. The Administrative Agent shall promptly notify each Lender of its receipt of a Notice of Conversion or Continuation and of the contents thereofthereof and such Lender's Ratable Portion of the Loan to be converted. Notwithstanding the foregoing, no conversion in whole or in part of Base Rate Loans Portions to Eurodollar Rate LoansPortions, and no continuation in whole or in part of Eurodollar Rate Loans Portions upon the expiration of any Interest Period therefor, shall be permitted at any time at which a Default or an Event of Default shall have occurred and be continuing. If, within the time period required under the terms of this Section 2.8, the Administrative Agent does not receive a Notice of Conversion or Continuation from the Borrower containing a permitted election to continue any Eurodollar Rate Loans Portions for an additional Interest Period or to convert any such Loans, or on any date portions of the aggregate unpaid principal amount of Eurodollar Rate Loans comprising any Borrowing is reduced, by payment or prepayment or otherwise, to less than $5,000,000Loan, then, upon the expiration of the Interest Period therefor, such Loans portions of the Loan will be automatically converted to Base Rate LoansPortions. Each Notice of Conversion or Continuation shall be irrevocable. Notwithstanding the foregoing, Borrower shall have no right to convert a Swing Advance or any Unpaid Drawing into a Eurodollar Portion other than in accordance with Sections 2.17 and 2.19 respectively.

Conversion/Continuation Option. The Borrower Borrowers may elect (i) at any time to convert Base Rate Loans or any portion thereof to Eurodollar Rate Loans or (ii) at the end of any Interest Period with respect thereto, to convert Eurodollar Rate Loans or any portion thereof into Base Rate Loans, or to continue such Eurodollar Rate Loans or any portion thereof for an additional Interest Period; provided, however, that the aggregate of the Eurodollar Rate Loans for each Interest Period therefor must be in the amount of $5,000,000 or an integral multiple of $1,000,000 in excess thereof. Each conversion or continuation of Revolving Credit Loans shall be allocated among the Revolving Credit Loans of all Lenders in accordance with their Ratable Portion. Each such election shall be in substantially the form of Exhibit D hereto (a "Notice of Conversion or Continuation") and shall be made by giving the Agent at least three Business Days' prior written notice thereof specifying (A) the amount and type of conversion or continuation, and (B) in the case of a conversion, the date of conversion (which date shall be a Business Day and, if a conversion from Eurodollar Rate Loans, shall also be the last day of the Interest Period therefor)) and (C) in the case of a conversion to, or a continuation of, Eurodollar Rate Advances, the Interest Period therefor. No conversion of any Swing Loan from a Base Rate Loan may be made. The Agent shall promptly notify each Lender of its receipt of a Notice of Conversion or Continuation and of the contents thereof. Notwithstanding the foregoing, no conversion in whole or in part of Base Rate Loans to Eurodollar Rate Loans, and no continuation in whole or in part of Eurodollar Rate Loans upon the expiration of any Interest Period therefor, shall be permitted at any time at which a Default or an Event of Default shall have occurred and be continuing. If, within the time period required under the terms of this Section 2.8, the Agent does not receive a Notice of Conversion or Continuation from the Borrower Borrowers containing a permitted election to continue any Eurodollar Rate Loans for an additional Interest Period or to convert any such Loans, or on any date the aggregate unpaid principal amount of Eurodollar Rate Loans comprising any Borrowing is reduced, by payment or prepayment or otherwise, to less than $5,000,000, then, upon the expiration of the Interest Period therefor, such Loans will be automatically converted to Base Rate Loans. Each Notice of Conversion or Continuation shall be irrevocable.

Conversion/Continuation Option. The Term Borrower may elect (i) at any time on any Business Day to convert Base Rate Loans or any portion thereof to Eurodollar Rate Loans or and (ii) at the end of any applicable Interest Period with respect theretoPeriod, to convert Eurodollar Rate Loans or any portion thereof into Base Rate Loans, Loans or to continue such Eurodollar Rate Loans or any portion thereof for an additional Interest Period; provided, however, that the aggregate amount of the Eurodollar Rate Loans for each Interest Period therefor must be in the an amount of $5,000,000 or that is an integral multiple of $1,000,000 in excess thereof1,000,000.00. Each conversion or continuation shall be allocated among the Revolving Credit Term Loans of all Lenders each Term Lender in accordance with their such Term Lender’s Ratable Portion. Each such election shall be in substantially the form of Exhibit D hereto F (a "“Notice of Conversion or Continuation"”) and shall be made by giving the Administrative Agent at least three Business Days' ’ prior written notice thereof specifying (or telephonic notice promptly confirmed in writing) specifying, in each case, (A) the amount and type Type of Term Loans being converted or continued, (B) in the case of a conversion to or continuationa continuation of Eurodollar Rate Loans, the applicable Interest Period and (BC) in the case of a conversion, the date of conversion (which date shall be a Business Day and, if a conversion from Eurodollar Rate Loans, shall also be the last day of the Interest Period therefor). No conversion of any Swing Loan from a Base Rate Loan may be madeconversion. The Administrative Agent shall promptly notify each Term Lender of its receipt of a Notice of Conversion or Continuation and of the contents thereofoptions selected therein. Notwithstanding the foregoing, no conversion in whole or in part of Base Rate Loans to Eurodollar Rate Loans, and no continuation in whole or in part of Eurodollar Rate Loans upon the expiration of any applicable Interest Period thereforPeriod, shall be permitted at any time at during which (i) a Default or an Event of Default shall have occurred and be continuingcontinuing or (ii) the continuation of, or conversion into, a Eurodollar Rate Loan would violate any provision of Section 2.14. If, within the time period required under the terms of this Section 2.82.11, the Administrative Agent does not receive a Notice of Conversion or Continuation from the Term Borrower containing a permitted election to continue any Eurodollar Rate Loans for an additional Interest Period or to convert any such Term Loans, or on any date the aggregate unpaid principal amount of Eurodollar Rate Loans comprising any Borrowing is reduced, by payment or prepayment or otherwise, to less than $5,000,000, then, upon the expiration of the applicable Interest Period thereforPeriod, such Term Loans will shall be automatically converted to Base Rate Loans. Each Notice of Conversion or Continuation shall be irrevocable.

Conversion/Continuation Option. (a) The Borrower may elect (i) at any time to convert Base Rate Loans or any portion thereof to Eurodollar LIBO Rate Loans or Loans, (ii) at the end of any Interest Period with respect thereto, time to convert Eurodollar LIBO Rate Loans or any portion thereof into Base Rate Loans, or (iii) at the end of any applicable Interest Period to continue such Eurodollar LIBO Rate Loans or any portion thereof for an additional Interest Period; provided, however, that that, if any such conversion of any LIBO Rate Loan is made pursuant to clause (ii) above other than on the aggregate last day of the Eurodollar Rate Loans for each an Interest Period therefor must be in for such Loan, the amount of $5,000,000 or an integral multiple of $1,000,000 in excess thereofBorrower shall also pay any amounts owing pursuant to Section 2.12(e). Each conversion or continuation shall be allocated among the Revolving Credit Loans of all Lenders each Lender in accordance with their its Ratable Portion. Each such election shall be in substantially the form of Exhibit D E hereto (a "“Notice of Conversion or Continuation"”) and shall be made by giving the Administrative Agent at least written notice no later than 12:00 noon (New York City time) on the date three Business Days' prior written Days in advance of the relevant conversion or continuation, which notice thereof specifying shall specify (A) the amount and type of Loan being converted or continued, (B) in the case of a conversion to LIBO Rate Loans or continuationa continuation of LIBO Rate Loans, the applicable Interest Period, and (BC) in the case of a conversion, the date of conversion (which date shall be a Business Day and, if a conversion from Eurodollar Rate Loans, shall also be the last day of the Interest Period thereforDay). No conversion In lieu of any Swing Loan from a Base Rate Loan may be made. The Agent shall promptly notify each Lender of its receipt of giving a Notice of Conversion or Continuation and of for any conversion or continuation, the contents thereof. Notwithstanding Borrower may give the foregoing, no conversion in whole or in part of Base Rate Loans Administrative Agent telephonic notice prior to Eurodollar Rate Loans, and no continuation in whole or in part of Eurodollar Rate Loans upon the expiration of any Interest Period therefor, shall be permitted at any time at which a Default or an Event of Default shall have occurred and be continuing. If, within the time period required under the terms of this Section 2.8, the Agent does not receive for giving a Notice of Conversion or Continuation from the Borrower containing Continuation; provided, however, that such telephonic notice shall be promptly confirmed in writing by delivery of a permitted election to continue any Eurodollar Rate Loans for an additional Interest Period or to convert any such Loans, or on any date the aggregate unpaid principal amount of Eurodollar Rate Loans comprising any Borrowing is reduced, by payment or prepayment or otherwise, to less than $5,000,000, then, upon the expiration of the Interest Period therefor, such Loans will be automatically converted to Base Rate Loans. Each duly executed Notice of Conversion or Continuation shall be irrevocableto the Administrative Agent prior to the date of conversion or continuation.

Conversion/Continuation Option. The Borrower may elect (ia) at any time to convert any Base Rate Loans or any portion thereof to Eurodollar Rate Loans or (iib) at the end of any Interest Period with respect thereto, to convert any Eurodollar Rate Loans or any portion thereof into Base Rate Loans, or to continue such Eurodollar Rate Loans or any portion thereof for an additional Interest Period; providedPROVIDED, howeverHOWEVER, that the aggregate amount of the Eurodollar Rate Loans for each Interest Period therefor must be in the amount of $5,000,000 3,000,000 or an integral multiple of $1,000,000 in excess thereof. Each conversion or continuation shall be allocated among the Revolving Credit Loans of all Lenders in accordance with their Ratable PortionPortions. Each such election shall be stated in a notice substantially in the form of Exhibit D hereto EXHIBIT C (a "Notice of Conversion or ContinuationNOTICE OF CONVERSION OR CONTINUATION") and shall be made by the Borrower giving the Agent at least three Business Days' prior written notice thereof specifying (Ax) the amount and type of conversion or continuation, (y) in the case of a conversion to or a continuation of Eurodollar Rate Loans, the Interest Period therefor and (Bz) in the case of a conversion, the date of conversion (which date shall be a Business Day and, if a conversion from Eurodollar Rate Loans, shall also be the last day of the Interest Period therefor). No conversion of any Swing Loan from a Base Rate Loan may be made. The Agent shall promptly notify each Lender of its receipt of a Notice of Conversion or Continuation and of the contents thereof. Notwithstanding the foregoing, no conversion in whole or in part of Base Rate Loans to Eurodollar Rate Loans, and no continuation in whole or in part of Eurodollar Rate Loans upon the expiration of any Interest Period therefor, shall be permitted at any time at which a Default or an Event of Default shall have occurred and be continuing. If, within the time period required under the terms of this Section 2.8SECTION 2.7, the Agent does not receive a Notice of Conversion or Continuation from the Borrower containing a permitted election to continue any Eurodollar Rate Loans for an additional Interest Period or to convert any such Loans, or on any date the aggregate unpaid principal amount of Eurodollar Rate Loans comprising any Borrowing is reduced, by payment or prepayment or otherwise, to less than $5,000,000, then, upon the expiration of the Interest Period therefor, such Loans will be automatically converted to Base Rate Loans. Each Notice of Conversion or Continuation shall be irrevocable.

Conversion/Continuation Option. The Borrower may elect (ia) at any time to convert Base Rate Loans or any portion thereof to Eurodollar Rate Loans Loans, or (iib) at the end of any Interest Period with respect thereto, to convert Eurodollar Rate Loans or any portion thereof into Base Rate Loans, or to continue such Eurodollar Rate Loans or any portion thereof for an additional Interest Period; providedPROVIDED, howeverHOWEVER, that the aggregate of the Eurodollar Rate Loans for each Interest Period therefor must be in the amount of $5,000,000 or an integral multiple of $1,000,000 500,000 in excess thereof. Each conversion or continuation shall be allocated among the Revolving Credit Loans of all Lenders each Lender in accordance with their its Ratable PortionPortion of the amount so converted or continued. Each such election shall be in substantially the form of Exhibit D hereto B (a "Notice of Conversion or Continuation") and shall be made by giving the Administrative Agent at least three Business Days' prior written notice thereof in the event of a conversion to or continuation of a Eurodollar Rate Loan specifying (Ai) the amount and type of conversion or continuation, (ii) in the case of a conversion to or a continuation of Eurodollar Rate Loans, the Interest Period therefor and (Biii) in the case of a conversion, the date of conversion (which date shall be a Business Day and, if a conversion from Eurodollar Rate Loans, shall also be the last day of the Interest Period therefor). No conversion of any Swing Loan from a Base Rate Loan may be made. The Administrative Agent shall promptly notify each Lender of its receipt of a Notice of Conversion or Continuation and of the contents thereof. Notwithstanding the foregoing, no conversion in whole or in part of Base Rate Loans to Eurodollar Rate Loans, and no continuation in whole or in part of Eurodollar Rate Loans upon the expiration of any Interest Period therefor, shall be permitted at any time at which a Default or an Event of Default shall have occurred and be continuing. If, within the time period required under the terms of this Section 2.82.6, the Administrative Agent does not receive a Notice of Conversion or Continuation from the Borrower containing a permitted election to continue any Eurodollar Rate Loans for an additional Interest Period or to convert any such Loans, or on any date the aggregate unpaid principal amount of Eurodollar Rate Loans comprising any Borrowing is reduced, by payment or prepayment or otherwise, to less than $5,000,000, then, upon the expiration of the Interest Period therefor, such Loans will be automatically converted to Base Rate Loans. Each Notice of Conversion or Continuation shall be irrevocable.

Conversion/Continuation Option. The Borrower may elect (i) at any time after the date hereof to convert Base Rate Loans or any portion thereof to Eurodollar Rate Loans Loans, or (ii) at the end of any Interest Period with respect thereto, to convert Eurodollar Rate Loans or any portion thereof into Base Rate Loans, or to continue such Eurodollar Rate Loans or any portion thereof for an additional Interest Period; provided, however, that the aggregate of the Eurodollar Rate Loans for each Interest Period therefor must be in the amount of $5,000,000 or an integral multiple of $1,000,000 500,000 in excess thereof. Each conversion or continuation shall be allocated among the Revolving Credit Loans of all Lenders in accordance with their Ratable Portion. Each such election shall be in substantially the form of Exhibit D B hereto (a "Notice of Conversion or Continuation") and shall be made by giving the Administrative Agent at least three (3) Business Days' prior written notice thereof specifying (A) the amount and type of conversion or continuation, (B) in the case of a conversion to or a continuation of Eurodollar Rate Loans, the Interest Period therefor, and (BC) in the case of a conversion, the date of conversion (which date shall be a Business Day and, if a conversion from Eurodollar Rate Loans, shall also be the last day of the Interest Period therefor). No conversion of any Swing Loan from a Base Rate Loan may be made. The Administrative Agent shall promptly notify each Lender of its receipt of a Notice of Conversion or Continuation and of the contents thereofthereof and such Lender's Ratable Portion of the Loans to be converted. Notwithstanding the foregoing, no conversion in whole or in part of Base Rate Loans to Eurodollar Rate Loans, and no continuation in whole or in part of Eurodollar Rate Loans upon the expiration of any Interest Period therefor, shall be permitted at any time at which a Default or an Event of Default shall have occurred and be continuing. If, within the time period required under the terms of this Section 2.82.7, the Administrative Agent does not receive a Notice of Conversion or Continuation from the Borrower containing a permitted election to continue any Eurodollar Rate Loans for an additional Interest Period or to convert any such Loans, or on any date the aggregate unpaid principal amount of Eurodollar Rate Loans comprising any Borrowing is reduced, by payment or prepayment or otherwise, to less than $5,000,000, then, upon the expiration of the Interest Period therefor, such Loans will be automatically converted to Base Rate Loans. Each Notice of Conversion or Continuation shall be irrevocable.