Common use of Conversion/Continuation Clause in Contracts

Conversion/Continuation. (a) Subject to Section 2.18 and so long as no Default or Event of Default shall have occurred and then be continuing, the Borrower shall have the option: (i) to convert at any time all or any part of any Term Loan or Revolving Loan equal to $500,000 and integral multiples of $100,000 in excess of that amount from one Type of Loan to another Type of Loan; provided, that a Eurodollar Rate Loan may only be converted on the expiration of the Interest Period applicable to such Eurodollar Rate Loan unless the Borrower shall pay all amounts due under Section 2.18 in connection with any such conversion; or (ii) upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any portion of such Loan equal to $500,000 and integral multiples of $100,000 in excess of that amount as a Eurodollar Rate Loan. (b) The Borrower shall deliver a Conversion/Continuation Notice to the Administrative Agent no later than 10:00 a.m. (New York City time) at least one Business Day in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan) and at least three (3) Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan). Except as otherwise provided herein, a Conversion/Continuation Notice for conversion to, or continuation of, any Eurodollar Rate Loans shall be irrevocable on and after the related Interest Rate Determination Date, and the Borrower shall be bound to effect a conversion or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice (or telephonic notice promptly confirmed in writing) of receipt of a Conversion/Continuation Notice and the matters covered by such Conversion/Continuation Notice.

Conversion/Continuation. (a) Subject to Section 2.18 2.15 and so long as no Default or Specified Event of Default shall have occurred and then be continuing, the Borrower shall have the option: (i) to convert at any time all or any part of any Term Loan or Revolving Loan equal to $500,000 5,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount from one Type of Loan to another Type of Loan; provided, that a Eurodollar Rate Loan may only be converted on the expiration of the Interest Period applicable to such Eurodollar Rate Loan unless the Borrower shall pay all amounts due under Section 2.18 2.15 in connection with any such conversion; or (ii) upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any portion of such Loan equal to $500,000 5,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount as a Eurodollar Rate Loan. (b) The Subject to clause (c) below, Borrower shall deliver a Conversion/Continuation Notice to the Administrative Agent no later than 10:00 a.m. 1:00 p.m. (New York City time) at least one Business Day in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan) and at least three (3) Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan). Except as otherwise provided herein, a Conversion/Continuation Notice for conversion to, or continuation of, any Eurodollar Rate Loans shall be irrevocable on and after the related Interest Rate Determination Date, and the Borrower shall be bound to effect a conversion or continuation in accordance therewith. (c) Any Conversion/Continuation Notice shall be executed by an Authorized Officer in a writing delivered to Administrative Agent. The Administrative Agent shall promptly give each Lender written notice (or telephonic notice promptly confirmed in writing) In lieu of receipt of delivering a Conversion/Continuation Notice, Borrower may give Administrative Agent telephonic notice by the required time of any proposed conversion/continuation; provided each such notice shall be promptly confirmed in writing by delivery of the Conversion/Continuation Notice to Administrative Agent on or before the close of business on the date that the telephonic notice is given. In the event of a discrepancy between the telephone notice and the matters covered by such written Conversion/Continuation Notice, the written Conversion/Continuation Notice shall govern. In the case of any Conversion/Continuation Notice that is irrevocable once given, if Borrower provides telephonic notice in lieu thereof, such telephone notice shall also be irrevocable once given. Neither Administrative Agent nor any Lender shall incur any liability to Borrower in acting upon any telephonic notice referred to above that Administrative Agent believes in good faith to have been given by a duly authorized officer or other person authorized on behalf of Borrower or for otherwise acting in good faith.

Conversion/Continuation. (1) Each conversion of Loans from one Type to another, and each continuation of Eurodollar Rate Loans shall be made upon the Borrower’s irrevocable notice to the Administrative Agent, which may only be given in writing. Each such notice must be received by the Administrative Agent (a) Subject to Section 2.18 and so long as no Default or Event of Default shall have occurred and then be continuing, the Borrower shall have the option: (i) to convert at any time all or any part of any Term Loan or Revolving Loan equal to $500,000 and integral multiples of $100,000 in excess of that amount from one Type of Loan to another Type of Loan; provided, that a Eurodollar Rate Loan may only be converted on the expiration of the Interest Period applicable to such Eurodollar Rate Loan unless the Borrower shall pay all amounts due under Section 2.18 in connection with any such conversion; or (ii) upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any portion of such Loan equal to $500,000 and integral multiples of $100,000 in excess of that amount as a Eurodollar Rate Loan. (b) The Borrower shall deliver a Conversion/Continuation Notice to the Administrative Agent no not later than 10:00 a.m. 12:00 noon (New York City time) at least one (1) Business Day in advance prior to the requested date of the proposed any conversion date (in the case of a conversion Eurodollar Rate Loans to a Base Rate LoanLoans and (b) and at least not later than 12:00 noon (New York City time) three (3) Business Days prior to the requested date of continuation of any Eurodollar Rate Loans or any conversion of Base Rate Loans to Eurodollar Rate Loans. Each notice by the Borrower pursuant to this Section 2.05(1) must be delivered to the Administrative Agent in advance the form of a Conversion/Continuation Notice, appropriately completed and signed by a Responsible Officer of the proposed conversionBorrower. Each conversion to or continuation of Eurodollar Rate Loans shall be in a principal amount of $1,000,000 or a whole multiple of $250,000 in excess thereof. Each conversion to Base Rate Loans shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof. Each Conversion/Continuation Notice shall specify (i) whether the Borrower is requesting a conversion of Loans from one Type to the other, or a continuation of Eurodollar Rate Loans, (ii) the requested date (in of the conversion or continuation, as the case may be (which shall be a Business Day), (iii) the principal amount of Loans to be converted or continued, (iv) the Class of Loans to be converted or continued, (v) the Type of Loans to which such existing Loans are to be converted, if applicable, and (vi) if applicable, the duration of the Interest Period with respect thereto. If the Borrower fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be converted to Base Rate Loans. Any such automatic conversion to Base Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurodollar Rate Loans. If the Borrower requests a conversion to, or a continuation of, a of Eurodollar Rate LoanLoans in any such Conversion/Continuation Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one (1) month. (2) Following receipt of a Conversion/Continuation Notice, the Administrative Agent shall promptly notify each applicable Lender of its Pro Rata Share of the applicable Class of Loans, and if no timely notice of a conversion or continuation is provided by the Borrower, the Administrative Agent shall notify each Lender of the details of any automatic conversion to Base Rate Loans or continuation of Loans described in Section 2.05(1). . (3) Except as otherwise provided herein, a Conversion/Continuation Notice for conversion to, or continuation of, any Eurodollar Rate Loans shall Loan may be irrevocable continued or converted only on the last day of an Interest Period for such Eurodollar Rate Loan. Upon the occurrence and after during the related Interest Rate Determination Datecontinuation of an Event of Default, and the Administrative Agent or the Required Lenders may require by notice to the Borrower that no Loans may be converted to or continued as Eurodollar Rate Loans. This Section shall not apply to Swing Line Loans, which may not be bound to effect a conversion converted or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice (or telephonic notice promptly confirmed in writing) of receipt of a Conversion/Continuation Notice and the matters covered by such Conversion/Continuation Noticecontinued.

Conversion/Continuation. (a) Subject to Section 2.18 and so long as no Default or Event of Default shall have occurred and then be continuing, the Borrower Borrowers shall have the option: (i) to convert at any time all or any part of any Term Loan or Revolving Loan equal to $500,000 3,000,000 and integral multiples of $100,000 500,000 in excess of that amount from one Type of Loan to another Type of Loan; provided, that (x) a Eurodollar Rate Loan may only be converted on the expiration of the Interest Period applicable to such Eurodollar Rate Loan unless the Borrower Borrowers shall pay all amounts due under Section 2.18 in connection with any such conversionconversion and (y) if a Default (but not an Event of Default) has occurred and is continuing, Borrowers may not elect an Interest Period longer than one month; or (ii) upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any portion of such Loan equal to $500,000 3,000,000 and integral multiples of $100,000 500,000 in excess of that amount as a Eurodollar Rate Loan; provided that if a Default (but not an Event of Default) has occurred and is continuing, Borrowers may not elect an Interest Period longer than one month. (b) The Borrower Subject to Section 3.2(b), Borrowers shall deliver a Conversion/Continuation Notice to the Administrative Agent no later than 10:00 11:00 a.m. (New York City time) at least one Business Day in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan) and at least three (3) Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan). Except as otherwise provided herein, a Conversion/Continuation Notice for conversion to, or continuation of, any Eurodollar Rate Loans shall be irrevocable on and after the related Interest Rate Determination Date, and the Borrower Borrowers shall be bound to effect a conversion or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice (If on any day a Loan is outstanding with respect to which a Funding Notice or telephonic notice promptly confirmed in writing) of receipt of a Conversion/Continuation Notice and has not been delivered to Administrative Agent in accordance with the matters covered by terms hereof specifying the applicable basis for determining the rate of interest, then for that day such Conversion/Continuation NoticeLoan shall be a Base Rate Loan.

Conversion/Continuation. (a) Subject to Section 2.18 2.15 and so long as no Default or Event of Default shall have occurred and then be continuing, the Borrower shall have the option: (i) to convert at any time all or any part of any Term Loan or Revolving Loan equal to $500,000 1,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount from one Type of Term Loan to another Type of Term Loan; provided, that a Eurodollar Rate Loan may only be converted on the expiration of the Interest Period applicable to such Eurodollar Rate Loan unless the Borrower shall pay all amounts due under Section 2.18 2.15 in connection with any such conversion; or (ii) upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any portion of such Term Loan equal to $500,000 1,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount as a Eurodollar Rate Loan. (b) The Subject to clause (c) below, the Borrower shall deliver a Conversion/Continuation Notice to the Administrative Agent no later than 10:00 a.m. 2:00 p.m. (New York City time) at least one Business Day in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan) and at least three (3) Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan). Except as otherwise provided herein, a Conversion/Continuation Notice for conversion to, or continuation of, any Eurodollar Rate Loans shall be irrevocable on and after the related Interest Rate Determination Date, and the Borrower shall be bound to effect a conversion or continuation in accordance therewith. The If on any day a Term Loan is outstanding with respect to which a Funding Notice or Conversion/Continuation Notice has not been delivered to the Administrative Agent in accordance with the terms hereof specifying the applicable basis for determining the rate of interest, then for that day such Term Loan shall promptly give each Lender written notice be a Base Rate Loan. (or telephonic notice promptly confirmed c) Any Conversion/Continuation Notice shall be executed by a Responsible Officer of the Borrower in writing) a writing delivered to the Administrative Agent. In lieu of receipt of delivering a Conversion/Continuation Notice, the Borrower may give the Administrative Agent telephonic notice by the required time of such proposed conversion or continuation, as the case may be; provided each such notice shall be promptly confirmed in writing by delivery of the applicable Conversion/Continuation Notice to the Administrative Agent on or before the close of business on the date that the telephonic notice is given. In the event of a discrepancy between the telephone notice and the matters covered by such written Conversion/Continuation Notice, the written Conversion/Continuation Notice shall govern. In the case of any Conversion/Continuation Notice that is irrevocable once given, if the Borrower provides telephonic notice in lieu thereof, such telephone notice shall also be irrevocable once given. Neither the Administrative Agent nor any Lender shall incur any liability to the Borrower in acting upon any telephonic notice referred to above that the Administrative Agent believes in good faith to have been given by a duly authorized officer or other person authorized on behalf of the Borrower or for otherwise acting in good faith.

Conversion/Continuation. (a) Subject to Section 2.18 2.12 and so long as no Default or Event of Default shall have occurred and then be continuing, the Borrower shall have the option: (i) to To convert at any time all or any part of any Term Loan or Revolving Loan equal to $500,000 100,000 and integral multiples of $100,000 in excess of that amount from one Type of Term Loan to another Type of Term Loan; provided, that provided a Eurodollar Rate Loan may only be converted on the expiration of the Interest Period applicable to such Eurodollar Rate Loan unless the Borrower shall pay all amounts due under Section 2.18 in connection with any such conversion; or2.15; (ii) upon Upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any an portion of such Eurodollar Loan equal to $500,000 100,000 and integral multiples of $100,000 in excess of that amount as a Eurodollar Rate Loan. (b) The Borrower shall deliver a Conversion/Continuation Notice to the Administrative Agent a written notice (or a telephonic notice promptly confirmed in writing) of each Type of Term Loan that is to be converted or continued, as the case may be, substantially in the form of Exhibit 2.9 attached hereto (a “Notice of Conversion/Continuation”) no later than 10:00 a.m. 1:00 p.m. (New York City time) at least one Business Day in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan) and at least three (3) Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or a the continuation of, a an Eurodollar Rate Loan). Except as otherwise provided herein, a Each Notice of Conversion/Continuation Notice for conversion to, or continuation of, any Eurodollar Rate Loans shall be irrevocable on and after the related Interest Rate Determination Dateirrevocable, and the Borrower shall be bound to effect a conversion or continuation in accordance therewith. The . (c) If, on the expiration of any Interest Period in respect of any Eurodollar Loan, the Borrower shall have failed to deliver a Notice of Conversion/Continuation, then, unless such Eurodollar Loan is repaid as provided herein, the Borrower shall be deemed to have elected to convert such Eurodollar Loan to a Base Rate Loan. (d) Upon receipt of any Notice of Conversion/Continuation, the Administrative Agent shall promptly give notify each Lender written notice (or telephonic notice promptly confirmed in writing) of receipt of a Conversion/Continuation Notice and the matters covered by such Conversion/Continuation Noticedetails thereof.

Conversion/Continuation. (a) Subject to Section 2.18 2.15 (Making or Maintaining LIBO Rate Loans) and so long as no Default or Event of Default shall have occurred and then be continuing, the Borrower shall have the option: (i) Borrower shall have the option to convert at any time all or any part of any Term Loan or Revolving Loan Loans, equal to $500,000 2,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount amount, from one Type of Loan to another Type of Loan; provided, provided that a Eurodollar LIBO Rate Loan may only be converted on the expiration of the Interest Period applicable to such Eurodollar LIBO Rate Loan unless the if Borrower shall pay all amounts due under Section 2.18 2.15 (Making or Maintaining LIBO Loans) in connection with any such conversion; or (ii) in the case of LIBO Rate Loans, Borrower shall have the option upon the expiration of any Interest Period applicable to any Eurodollar LIBO Rate Loan, to continue all or any portion of such Loan equal to $500,000 2,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount as a Eurodollar LIBO Rate Loan. (b) The Subject to Section 3.3 (Notices), Borrower shall deliver a Conversion/Continuation Notice to the Administrative Agent no later than 10:00 a.m. 12:00 p.m. (New York City time) at least one (1) Business Day in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan) and at least three (3) Business Days in advance of the proposed conversionConversion/continuation date Continuation Date (in the case of a conversion to, or a continuation of, a Eurodollar LIBO Rate Loan). Except as otherwise provided herein, a Conversion/Continuation Notice for conversion to, or continuation of, any Eurodollar LIBO Rate Loans shall be irrevocable on and after the related Interest Rate Determination Date, and the Borrower shall be bound to effect a conversion or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice (If on any day a Loan is outstanding with respect to which a Funding Notice or telephonic notice promptly confirmed in writing) of receipt of a Conversion/Continuation Notice and has not been delivered to Administrative Agent in accordance with the matters covered by terms hereof specifying the applicable basis for determining the rate of interest, then for that day such Conversion/Continuation NoticeLoan shall be a Base Rate Loan.

Conversion/Continuation. (a) Subject Each conversion of Loans from one Type to Section 2.18 another, and so long as no Default each continuation of SOFR Loans shall be made upon the Borrower’s irrevocable notice to the Administrative Agent, which may only be given in writing. Each such notice must be received by the Administrative Agent not later than 1:00 p.m. on the requested date of any conversion of SOFR Loans to Base Rate Loans and not later than 2:00 p.m. three Business Days prior to the requested date of continuation of any SOFR Loans or Event any conversion of Default shall have occurred and then be continuing, Base Rate Loans to SOFR Loans. Each notice by the Borrower pursuant to this Section 2.05(a) must be delivered to the Administrative Agent in the form of a Conversion/Continuation Notice, appropriately completed and signed by a Responsible Officer of the Borrower. Each conversion to or continuation of SOFR Loans shall have the option: (i) to convert at any time all or any part be in a principal amount of any Term Loan or Revolving Loan equal to $500,000 and integral multiples or a whole multiple of $100,000 in excess thereof. Each conversion to Base Rate Loans shall be in a principal amount of that amount from one Type of Loan to another Type of Loan; provided, that a Eurodollar Rate Loan may only be converted on the expiration of the Interest Period applicable to such Eurodollar Rate Loan unless the Borrower shall pay all amounts due under Section 2.18 in connection with any such conversion; or (ii) upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any portion of such Loan equal to $500,000 and integral multiples or a whole multiple of $100,000 in excess thereof. Each Conversion/Continuation Notice shall specify (i) whether the Borrower is requesting a conversion of that Loans from one Type to the other, or a continuation of SOFR Loans, (ii) the requested date of the conversion or continuation, as the case may be (which shall be a Business Day), (iii) the principal amount of Loans to be converted or continued, (iv) the Class of Loans to be converted or continued, (v) the Type of Loans to which such existing Loans are to be converted, if applicable, and (vi) if applicable, the duration of the Interest Period with respect thereto. If with respect to any SOFR Loans, the Borrower fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be converted to Base Rate Loans. Any such automatic conversion or continuation pursuant to the immediately preceding sentence shall be effective as of the last day of the Interest Period then in effect with respect to the applicable SOFR Loans. If the Borrower requests a Eurodollar Rate Loanconversion to, or continuation of SOFR Loans in any such Conversion/Continuation Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. (b) The Borrower shall deliver Following receipt of a Conversion/Continuation Notice to Notice, the Administrative Agent no later than 10:00 a.m. (New York City time) at least one Business Day in advance shall promptly notify each applicable Lender of its Pro Rata Share of the proposed conversion date (in the case applicable Class of Loans, and if no timely notice of a conversion or continuation is provided by the Borrower, the Administrative Agent shall notify each Lender of the details of any automatic conversion to a Base Rate LoanLoans or continuation of Loans described in Section 2.05(a). (c) and at least three (3) Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan). Except as otherwise provided herein, a Conversion/Continuation Notice SOFR Loan may be continued or converted only on the last day of an Interest Period for conversion tosuch SOFR Loan. Upon the occurrence and during the continuation of an Event of Default, the Administrative Agent or continuation of, any Eurodollar Rate Loans shall be irrevocable on and after the related Interest Rate Determination Date, and Required Lenders may require by notice to the Borrower shall that no Loans denominated in Dollars may be bound converted to effect a conversion or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice (or telephonic notice promptly confirmed in writing) of receipt of a Conversion/Continuation Notice and the matters covered by such Conversion/Continuation Noticecontinued as SOFR Loans.

Conversion/Continuation. (a) Subject Each conversion of Loans from one Type to Section 2.18 another, and so long as no Default each continuation of Benchmark Rate Loans shall be made upon the Borrower’s irrevocable notice to the Administrative Agent, which may only be given in writing. Each such notice must be received by the Administrative Agent not later than 1:00 p.m. on the requested date of any conversion of Benchmark Rate Loans to Base Rate Loans and not later than 2:00 p.m. three Business Days prior to the requested date of continuation of any Benchmark Rate Loans or Event any conversion of Default shall have occurred and then be continuing, Base Rate Loans to Benchmark Rate Loans. Each notice by the Borrower pursuant to this Section 2.05(a) must be delivered to the Administrative Agent in the form of a Conversion/Continuation Notice, appropriately completed and signed by a Responsible Officer of the Borrower. Each conversion to or continuation of Benchmark Rate Loans shall have the option: (i) to convert at any time all or any part be in a principal amount of any Term Loan or Revolving Loan equal to $500,000 and integral multiples or a whole multiple of $100,000 in excess thereof. Each conversion to Base Rate Loans shall be in a principal amount of that amount from one Type of Loan to another Type of Loan; provided, that a Eurodollar Rate Loan may only be converted on the expiration of the Interest Period applicable to such Eurodollar Rate Loan unless the Borrower shall pay all amounts due under Section 2.18 in connection with any such conversion; or (ii) upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any portion of such Loan equal to $500,000 and integral multiples or a whole multiple of $100,000 in excess thereof. Each Conversion/Continuation Notice shall specify (i) whether the Borrower is requesting a conversion of that Loans from one Type to the other, or a continuation of Benchmark Rate Loans, (ii) the requested date of the conversion or continuation, as the case may be (which shall be a Business Day), (iii) the principal amount of Loans to be converted or continued, (iv) the Class of Loans to be converted or continued, (v) the Type of Loans to which such existing Loans are to be converted, if applicable, and (vi) if applicable, the duration of the Interest Period with respect thereto. If with respect to any Benchmark Rate Loans, the Borrower fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be converted to Base Rate Loans. Any such automatic conversion or continuation pursuant to the immediately preceding sentence shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Benchmark Rate Loans. If the Borrower requests a Eurodollar conversion to, or continuation of Benchmark Rate LoanLoans in any such Conversion/Continuation Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. (b) The Borrower shall deliver Following receipt of a Conversion/Continuation Notice to Notice, the Administrative Agent no later than 10:00 a.m. (New York City time) at least one Business Day in advance shall promptly notify each applicable Lender of its Pro Rata Share of the proposed conversion date (in the case applicable Class of Loans, and if no timely notice of a conversion or continuation is provided by the Borrower, the Administrative Agent shall notify each Lender of the details of any automatic conversion to a Base Rate LoanLoans or continuation of Loans described in Section 2.05(a). (c) and at least three (3) Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan). Except as otherwise provided herein, a Conversion/Continuation Notice Benchmark Rate Loan may be continued or converted only on the last day of an Interest Period for conversion tosuch Benchmark Rate Loan. Upon the occurrence and during the continuation of an Event of Default, the Administrative Agent or continuation of, any Eurodollar Rate Loans shall be irrevocable on and after the related Interest Rate Determination Date, and Required Lenders may require by notice to the Borrower shall that no Loans denominated in Dollars may be bound converted to effect a conversion or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice (or telephonic notice promptly confirmed in writing) of receipt of a Conversion/Continuation Notice and the matters covered by such Conversion/Continuation Noticecontinued as Benchmark Rate Loans.

Conversion/Continuation. (a) Subject to Section 2.18 and so long as no Default or Event of Default shall have occurred and then be continuing, the Borrower shall have the optionoption with respect to Term Loans: (i) to convert at any time all or any part of any Term Loan or Revolving Loan equal to $500,000 5,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount from one Type of Loan to another Type of Loan; provided, that provided a Eurodollar Rate Loan may only be converted on the expiration of the Interest Period applicable to such Eurodollar Rate Loan unless the Borrower shall pay all amounts due under Section 2.18 in connection with any such conversion; or (ii) upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan that is a Term Loan, to continue all or any portion of such Loan equal to $500,000 5,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount as a Eurodollar Rate Loan. (b) The Subject to Section 3.2, Borrower shall deliver a Conversion/Continuation Notice to the Term Administrative Agent no later than 10:00 a.m. (New York City time) at least one Business Day in advance of the proposed conversion date (in the case of a conversion of a Term Loan to a Base Rate Loan) and at least three (3) Business Days in advance of the proposed conversion/continuation date (in the case of a conversion of a Term Loan to, or a continuation ofof a Term Loan that is, a Eurodollar Rate Loan). Except as otherwise provided herein, a Conversion/Continuation Notice for conversion to, or continuation of, any Eurodollar Rate Loans shall be irrevocable on and after the related Interest Rate Determination Date, and the Borrower shall be bound to effect a conversion or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice (If on any day a Term Loan is outstanding with respect to which a Funding Notice or telephonic notice promptly confirmed in writing) of receipt of a Conversion/Continuation Notice and has not been delivered to Term Administrative Agent in accordance with the matters covered by terms hereof specifying the applicable basis for determining the rate of interest, then for that day such Conversion/Continuation NoticeTerm Loan shall be a Base Rate Loan.

Conversion/Continuation. (a) Subject to Section 2.18 2.15 and so long as no Default or Event of Default shall have occurred and then be continuing, the . (i) The Borrower shall have the option: (i) option to convert at any time all or any part of any Revolving Loans or any Term Loan or Revolving Loan Loan, in each case, equal to or greater than $500,000 and integral multiples of $100,000 in excess of that amount from one Type of Loan to another Type of Loan; provided, that provided a Eurodollar Eurocurrency Rate Loan may only be converted on the expiration of the Interest Period applicable to such Eurodollar Rate Loan thereto unless the Borrower shall pay all amounts due under Section 2.18 2.15 in connection with any such conversion; or (ii) Borrower shall have the option upon the expiration of any Interest Period applicable to any Eurodollar Eurocurrency Rate Loan, Loan to continue all or any portion of such Loan equal to or greater than $500,000 and integral multiples of $100,000 in excess of that amount as a Eurodollar Eurocurrency Rate Loan. (b) The Subject to Section 3.2(b), the Borrower shall deliver a Conversion/Continuation Notice to the Administrative Agent no later than 10:00 a.m. (New York City time) at least one Business Day in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan) and at least three (3) Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or a continuation of, a Eurodollar Eurocurrency Rate Loan). Except as otherwise provided herein, a Conversion/Continuation Notice for conversion toto (solely with respect to Initial Tranche A Term Loans and Initial Tranche B Term Loans), or continuation of, any Eurodollar Eurocurrency Rate Loans shall be irrevocable on and after 9:00 a.m. (New York City time) on the related Interest Rate Determination Date, Date and the Borrower shall be bound to effect a conversion or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice (If on any day a Loan is outstanding with respect to which a Funding Notice or telephonic notice promptly confirmed in writing) of receipt of a Conversion/Continuation Notice and has not been delivered to Administrative Agent in accordance with the matters covered by terms hereof specifying the applicable basis for determining the rate of interest, then for that day such Conversion/Continuation NoticeLoan shall be a Base Rate Loan.

Conversion/Continuation. (a) Subject Each conversion of Loans from one Type to Section 2.18 another, and so long as no Default each continuation of Eurodollar Rate Loans shall be made upon the Borrower’s irrevocable notice to the Administrative Agent, which may only be given in writing. Each such notice must be received by the Administrative Agent not later than 1:00 p.m. on the requested date of any conversion of Eurodollar Rate Loans to Base Rate Loans and not later than 2:00 p.m. three Business Days prior to the requested date of continuation of any Eurodollar Rate Loans or Event any conversion of Default shall have occurred and then be continuing, Base Rate Loans to Eurodollar Rate Loans. Each notice by the Borrower pursuant to this Section 2.05(a) must be delivered to the Administrative Agent in the form of a Conversion/Continuation Notice, appropriately completed and signed by a Responsible Officer of the Borrower. Each conversion to or continuation of Eurodollar Rate Loans shall have the option: (i) to convert at any time all or any part be in a principal amount of any Term Loan or Revolving Loan equal to $500,000 and integral multiples or a whole multiple of $100,000 in excess thereof. Each conversion to Base Rate Loans shall be in a principal amount of that amount from one Type of Loan to another Type of Loan; provided, that a Eurodollar Rate Loan may only be converted on the expiration of the Interest Period applicable to such Eurodollar Rate Loan unless the Borrower shall pay all amounts due under Section 2.18 in connection with any such conversion; or (ii) upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any portion of such Loan equal to $500,000 and integral multiples or a whole multiple of $100,000 in excess thereof. Each Conversion/Continuation Notice shall specify (i) whether the Borrower is requesting a conversion of that amount as Loans from one Type to the other, or a continuation of Eurodollar Rate LoanLoans, (ii) the requested date of the conversion or continuation, as the case may be (which shall be a Business Day), (iii) the principal amount of Loans to be converted or continued, (iv) the Class of Loans to be converted or continued, (v) the Type of Loans to which such existing Loans are to be converted, if applicable, and (vi) if applicable, the duration of the Interest Period with respect thereto. If with respect to any Eurodollar Rate Loans, the Borrower fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be converted to Base Rate Loans. Any such automatic conversion or continuation pursuant to the immediately preceding sentence shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurodollar Rate Loans. If the Borrower requests a conversion to, or continuation of Eurodollar Rate Loans in any such Conversion/Continuation Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. (b) The Borrower shall deliver Following receipt of a Conversion/Continuation Notice to Notice, the Administrative Agent no later than 10:00 a.m. (New York City time) at least one Business Day in advance shall promptly notify each applicable Lender of its Pro Rata Share of the proposed conversion date (in the case applicable Class of Loans, and if no timely notice of a conversion or continuation is provided by the Borrower, the Administrative Agent shall notify each Lender of the details of any automatic conversion to a Base Rate LoanLoans or continuation of Loans described in Section 2.05(a). (c) and at least three (3) Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan). Except as otherwise provided herein, a Conversion/Continuation Notice for conversion to, or continuation of, any Eurodollar Rate Loans shall Loan may be irrevocable continued or converted only on the last day of an Interest Period for such Eurodollar Rate Loan. Upon the occurrence and after during the related Interest Rate Determination Datecontinuation of an Event of Default, and the Administrative Agent or the Required Lenders may require by notice to the Borrower that no Loans denominated in Dollars may be converted to or continued as Eurodollar Rate Loans. This Section shall not apply to Swing Line Loans, which may not be bound to effect a conversion converted or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice (or telephonic notice promptly confirmed in writing) of receipt of a Conversion/Continuation Notice and the matters covered by such Conversion/Continuation Noticecontinued.

Conversion/Continuation. (a) Subject to Section 2.18 and so long as no Default or Event of Default shall have occurred and then be continuing, the Borrower Company shall have the option: option (ia) to convert at any time all or any part of any Term Class of Loans from one Type of Loan or Revolving Loan equal to another Type of Loan, provided, that partial conversions of Base Rate Loans shall be in the aggregate principal amount of $500,000 1,000,000 and integral multiples of $100,000 in excess of that amount from one Type and the aggregate principal amount of Loan to another Type of Loan; provided, that a the resulting Eurodollar Rate Loan may only be converted on the expiration Loans outstanding in respect of the any one (1) Interest Period applicable to such Eurodollar Rate Loan unless the Borrower shall pay all amounts due under Section 2.18 be at least $2,000,000 and integral multiples of $1,000,000 in connection with any such conversionexcess of that amount; or or (iib) upon the expiration of any Interest Period applicable to any a Eurodollar Rate Loan, to continue all or any portion of such Loan equal to as a Eurodollar Rate Loan; provided, (1) a Eurodollar Rate Loan may only be converted into a Base Rate Loan on the expiration date of an Interest Period applicable thereto and (2) the aggregate principal amount of the resulting Eurodollar Rate Loans outstanding in respect of any one Interest Period shall be at least $500,000 2,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount as a Eurodollar Rate Loan. (b) The Borrower amount. Company shall deliver a Conversion/Continuation Notice to the Administrative Agent no later than 10:00 a.m. (New York City time) at least one (1) Business Day in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan) and at least three (3) Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan). Except as otherwise provided herein, a Conversion/Continuation Notice for conversion to, or continuation of, any a Eurodollar Rate Loans Loan (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date, and the Borrower Company shall be bound to effect a conversion or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice After the occurrence of and during the continuation of an Event of Default, unless the Requisite Lenders otherwise consent, (i) Company may not elect to have a Loan be made or telephonic notice promptly confirmed maintained as, or converted to, a Eurodollar Rate Loan after the expiration of any Interest Period then in writingeffect for that Loan; and (ii) of receipt of a any Funding Notice or Conversion/Continuation Notice and the matters covered given by such ConversionCompany with respect to a requested borrowing or conversion/Continuation Noticecontinuation that has not yet occurred shall be deemed to be rescinded by Company.

Conversion/Continuation. (a) Subject to Section 2.18 2.14 and so long as no Default or Event of Default shall have occurred and then be continuing, the Borrower Borrowers shall have the option: (i) to convert at any time all or any part of any Term Loan or Revolving Loan equal to $500,000 1,000,000 and integral multiples of $100,000 500,000 in excess of that amount from one Type of Loan to another Type of LoanType; provided, that a Eurodollar Rate Loan may only be converted on the expiration of the Interest Period applicable to such Eurodollar Rate Loan unless the applicable Borrower shall pay all amounts due under Section 2.18 2.14 in connection with any such conversion; or (ii) upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any portion of such Loan equal to $500,000 1,000,000 and integral multiples of $100,000 500,000 in excess of that amount as a Eurodollar Rate Loan. (b) The Any Borrower (on behalf of itself and/or any other Borrower) shall deliver a Conversion/Continuation Notice to the Administrative Agent no later than 10:00 a.m. 12:00 noon (New York City time) at least one Business Day prior to (or such shorter period as the Administrative Agent may agree in advance of its sole discretion) the proposed conversion date (in the case of a conversion to a Base Rate Loan) and at least three (3) Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan); provided, that if the Borrowers wish to request Eurodollar Rate Loans having an Interest Period of twelve months in duration as provided in the definition of “Interest Period,” the applicable Conversion/Continuation Notice must be received by the Administrative Agent not later than 12:00 p.m., New York City time four Business Days prior to the requested date of such conversion/continuation, whereupon the Administrative Agent shall give prompt notice to the Lenders of such request and determine whether the requested Interest Period is acceptable to all of them (and not later than 2:00 p.m., New York City time, three Business Days before the requested date of such Borrowing, the Administrative Agent shall notify the Borrower whether or not the requested Interest Period has been consented to by all the Lenders). Except as otherwise provided herein, a Conversion/Continuation Notice for conversion to, or continuation of, any Eurodollar Rate Loans shall be irrevocable on and after the related Interest Rate Determination Date, and the applicable Borrower shall be bound to effect a conversion or continuation in accordance therewith. The Administrative Agent Any conversion/continuation date shall promptly give each Lender written notice (or telephonic notice promptly confirmed in writing) of receipt of be a Conversion/Continuation Notice and the matters covered by such Conversion/Continuation NoticeBusiness Day.

Conversion/Continuation. (a) Subject to Section 2.18 and so long as no Default or Event of Default shall have occurred and then be continuing, the Borrower Company shall have the option: (i) to convert at any time on the last day of an Interest Period all or any part of any Term Loan or Revolving Loan equal to $500,000 5,000,000 and integral multiples of $100,000 5,000,000 in excess of that amount from one Type of Loan Base Rate Loans to another Type of LoanEurodollar Rate Loans, or vice versa; provided, that a Eurodollar Rate Loan may only be converted on the expiration of the Interest Period applicable to such Eurodollar Rate Loan unless the Borrower Company shall pay all amounts due under Section 2.18 in connection with any such conversion; or (ii) upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any portion of such Loan equal to $500,000 5,000,000 and integral multiples of $100,000 5,000,000 in excess of that amount as a Eurodollar Rate Loan. Notwithstanding the foregoing, there shall be no more than nine (9) separate Eurodollar Loans in existence at any one time. (b) The Borrower Company shall deliver a Conversion/Continuation Notice to the Administrative Agent no later than 10:00 11:00 a.m. (New York City time) at least one Business Day in advance of the proposed conversion date Conversion/Continuation Date (in the case of a conversion to a Base Rate Loan) and at least three (3) Business Days in advance of the proposed conversionConversion/continuation date Continuation Date (in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan). Except as otherwise provided herein, a Conversion/Continuation Notice for conversion to, or continuation of, any Eurodollar Rate Loans (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date, and the Borrower Company shall be bound to effect a conversion or continuation in accordance therewith. The Any Notice shall be executed by an Authorized Officer in a writing delivered to Administrative Agent. In lieu of delivering a Notice, Company may give Administrative Agent shall promptly give each Lender written notice (or telephonic notice by the required time prior to any conversion/continuation; provided, each such notice shall be promptly confirmed in writing) writing by delivery of receipt the applicable Notice to Administrative Agent on or before the applicable date of continuation or conversion. Neither Administrative Agent nor any Lender shall incur any liability to Company in acting upon any telephonic notice referred to above that Administrative Agent believes in good faith to have been given by a Conversion/Continuation Notice and the matters covered by such Conversion/Continuation Noticeduly authorized officer or other person authorized on behalf of Company or for otherwise acting in good faith.

Conversion/Continuation. (a) Subject to Section 2.18 2.19 and so long as no Default or Event of Default shall have occurred and then be continuing, the . (i) Borrower shall have the option: (i) option to convert at any time all or any part of any Term Loan or Revolving Loan Loans, equal to $500,000 5,000,000 or C$5,000,000 (as applicable) and integral multiples of $100,000 1,000,000 or C$1,000,000 (as applicable) in excess of that amount from one Type of Loan to another Type of Loan; provided, that a Eurodollar Rate Loan may only be converted on the expiration of the Interest Period applicable to such Eurodollar Rate Loan unless the if Borrower shall pay all amounts due under Section 2.18 2.19 in connection with any such conversion; or (ii) Borrower shall have the option to convert at any time all or any part of any Term Loan, equal to $5,000,000 and integral multiples of $1,000,000 in excess of that amount from one Type of Loan to another Type of Loan; provided, a Eurodollar Rate Loan may only be converted on the expiration of the Interest Period applicable to such Eurodollar Rate Loan if Borrower shall pay all amounts due under Section 2.19 in connection with any such conversion; or (iii) in the case of Eurodollar Rate Loans denominated in Dollars, Borrower shall have the option upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any portion of such Loan equal to $500,000 5,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount as a Eurodollar Rate Loan. (b) The Subject to Section 3.3(b), Borrower shall deliver a Conversion/Continuation Notice to the Administrative Agent no later than 10:00 a.m. (New York City time) at least one Business Day in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan) and at least three (3) Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan). Except as otherwise provided herein, a Conversion/Continuation Notice for conversion to, or continuation of, any Eurodollar Rate Loans shall be irrevocable on and after the related Interest Rate Determination Date, and the Borrower shall be bound to effect a conversion or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice (If on any day a Loan is outstanding with respect to which a Funding Notice or telephonic notice promptly confirmed in writing) of receipt of a Conversion/Continuation Notice and has not been delivered to Administrative Agent in accordance with the matters covered by terms hereof specifying the applicable basis for determining the rate of interest, then for that day such Conversion/Continuation NoticeLoan shall be a Base Rate Loan if such Loan is denominated in Dollars or a Canadian Prime Rate Loan if such Loan is denominated in Canadian Dollars.

Conversion/Continuation. (a) Subject to Section 2.18 2.17 and so long as no Default or Event of Default shall have occurred and then be continuing, the Borrower Company shall have the option: (i) to convert at any time all or any part of any Term Loan or Revolving Loan equal to $500,000 5,000,000 and integral multiples of $100,000 1,000,000 (when aggregated for all Lenders holding Loans of one Type) in excess of that amount from one Type of Loan to another Type of Loan; provided, that a Eurodollar Rate Loan may only be -------- converted into a Base Rate Loan on the expiration of the Interest Period applicable to such Eurodollar Rate Loan unless the Borrower Company shall pay all amounts due under Section 2.18 2.17(c) in connection with any such conversion; or (ii) upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any portion of such Loan equal to $500,000 5,000,000 and integral multiples of $100,000 1,000,000 (when aggregated for all Lenders holding such Loan) in excess of that amount as a Eurodollar Rate Loan. (b) The Borrower Company shall deliver a Conversion/Continuation Notice to the Administrative Agent no later than 10:00 a.m. (New York City time) at least one Business Day in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan) and at least three (3) Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan). Except as otherwise provided herein, a ConversionConver sion/Continuation Notice for conversion to, or continuation of, any Eurodollar Rate Loans (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date, and the Borrower Company shall be bound to effect a conversion or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice (or telephonic notice promptly confirmed in writing) Notice of receipt of a each Converstion/Continuation Notice in respect of Loans, together with the amount of each Lender's Pro Rata Share thereof, if any, together with the applicable interest rate and Interest Period, shall be provided by Administrative Agent to each applicable Lender by telefacsimile with reasonable promptness, but not later than 2:00 PM (New York City time) on the same day as Administrative Agent's receipt of such Conversion/Continuation Notice and the matters covered by such Conversion/Continuation Noticefrom Company.

Conversion/Continuation. (a) Subject Each conversion of Loans from one Type to Section 2.18 another, and so long as no Default or Event each continuation of Default Eurodollar Rate Loans shall have occurred and then be continuingmade upon the Borrower’s irrevocable notice to the Administrative Agent, which may only be given in writing. Each such notice must be received by the Borrower shall have the option: Administrative Agent (i) to convert at any time all or any part of any Term Loan or Revolving Loan equal to $500,000 and integral multiples of $100,000 in excess of that amount from one Type of Loan to another Type of Loan; provided, that a Eurodollar Rate Loan may only be converted on the expiration of the Interest Period applicable to such Eurodollar Rate Loan unless the Borrower shall pay all amounts due under Section 2.18 in connection with any such conversion; or (ii) upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any portion of such Loan equal to $500,000 and integral multiples of $100,000 in excess of that amount as a Eurodollar Rate Loan. (b) The Borrower shall deliver a Conversion/Continuation Notice to the Administrative Agent no not later than 10:00 a.m. 12:00 noon (New York City time) at least one (1) Business Day in advance prior to the requested date of the proposed any conversion date (in the case of a conversion Eurodollar Rate Loans to a Base Rate LoanLoans and (ii) and at least not later than 12:00 noon (New York City time) three (3) Business Days prior to the requested date of continuation of any Eurodollar Rate Loans or any conversion of Base Rate Loans to Eurodollar Rate Loans. Each notice by the Borrower pursuant to this Section 2.02(a) must be delivered to the Administrative Agent in advance the form of a Conversion/Continuation Notice, appropriately completed and signed by a Responsible Officer of the proposed conversionBorrower. Each conversion to or continuation of Eurodollar Rate Loans shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof. Each conversion to Base Rate Loans shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof. Each Conversion/Continuation Notice shall specify (i) whether the Borrower is requesting a conversion of Loans from one Type to the other, or a continuation of Eurodollar Rate Loans, (ii) the requested date (in of the conversion or continuation, as the case may be (which shall be a Business Day), (iii) the principal amount of Loans to be converted or continued, (iv) the Class of Loans to be converted or continued, (v) the Type of Loans to which such existing Loans are to be converted, if applicable, and (vi) if applicable, the duration of the Interest Period with respect thereto. If the Borrower fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be converted to Base Rate Loans. Any such automatic conversion to Base Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurodollar Rate Loans. If the Borrower requests a conversion to, or a continuation of, a of Eurodollar Rate LoanLoans in any such Conversion/Continuation Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one (1) month. (b) Following receipt of a Conversion/Continuation Notice, the Administrative Agent shall promptly notify each applicable Lender of its Pro Rata Share of the applicable Class of Loans, and if no timely notice of a conversion or continuation is provided by the Borrower, the Administrative Agent shall notify each Lender of the details of any automatic conversion to Base Rate Loans or continuation of Loans described in Section 2.02(a). . (c) Except as otherwise provided herein, a Conversion/Continuation Notice for conversion to, or continuation of, any Eurodollar Rate Loans shall Loan may be irrevocable continued or converted only on the last day of an Interest Period for such Eurodollar Rate Loan. Upon the occurrence and after during the related Interest Rate Determination Datecontinuation of an Event of Default, and the Administrative Agent or the Required Lenders may require by notice to the Borrower shall that no Loans may be bound converted to effect a conversion or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice (or telephonic notice promptly confirmed in writing) of receipt of a Conversion/Continuation Notice and the matters covered by such Conversion/Continuation Noticecontinued as Eurodollar Rate Loans.

Conversion/Continuation. (a) Subject to Section 2.18 2.15 and so long as no Default or Event of Default shall have occurred and then be continuing, the Borrower shall have the option: (i) to convert at any time all or any part of any Term Loan or Revolving Loan equal to $500,000 5,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount from one Type of Loan to another Type of Loan; provided, provided that a Eurodollar Rate Loan may only be converted on the expiration of the Interest Period applicable to such Eurodollar Rate Loan unless the Borrower shall pay all amounts due under Section 2.18 2.15 in connection with any such conversion; or (ii) upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any portion of such Loan equal to $500,000 5,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount as a Eurodollar Rate Loan. (b) The Borrower shall deliver a Conversion/Continuation Notice to the Administrative Agent Agents no later than 10:00 a.m. (New York City time) at least one Business Day in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan) and at least three (3) Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan). Except as otherwise provided herein, a Conversion/Continuation Notice for conversion to, or continuation of, any Eurodollar Rate Loans shall be irrevocable on and after the related Interest Rate Determination Date, and the Borrower shall be bound to effect a conversion or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice (or telephonic notice promptly confirmed in writing) of receipt of If on any day a Conversion/Continuation Notice and has been delivered to the matters covered by such Agents but no Interest Period has been selected, it shall be an Interest Period of one month. If on any day a Loan is outstanding with respect to which a Funding Notice or Conversion/Continuation NoticeNotice has not been delivered to the Agents in accordance with the terms hereof specifying the applicable basis for determining the rate of interest, then for that day such Loan shall be a Base Rate Loan.

Conversion/Continuation. (a) Subject to Section 2.18 and so long as no Default or Event Each conversion of Default shall have occurred and then be continuing, the Borrower shall have the option: (i) to convert at any time all or any part of any Term Loan or Revolving Loan equal to $500,000 and integral multiples of $100,000 in excess of that amount Loans from one Type to another, and each continuation of Loan Term Benchmark Loans shall be made upon the Borrower’s irrevocable notice to another Type of Loan; providedthe Administrative Agent, that a Eurodollar Rate Loan which may only be given in writing; provided that Revolving Loans denominated in an Alternative Currency may not be converted on the expiration of the Interest Period applicable to into Base Rate Loans. Each such Eurodollar Rate Loan unless the Borrower shall pay all amounts due under Section 2.18 in connection with any such conversion; or (ii) upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any portion of such Loan equal to $500,000 and integral multiples of $100,000 in excess of that amount as a Eurodollar Rate Loan. (b) The Borrower shall deliver a Conversion/Continuation Notice to notice must be received by the Administrative Agent no not later than 10:00 a.m. 1:00 p.m. (New York City time, in the case of Loans denominated in Dollars, or London time, in the case of Loans denominated in an Alternative Currency) on the requested date of any conversion of Term Benchmark Loans to Base Rate Loans and not later than 1:00 p.m. (New York City time) at least one three Business Day Days prior to the requested date of continuation of any Term Benchmark Loans or any conversion of Base Rate Loans to Term Benchmark Loans. Each notice by the Borrower pursuant to this Section 2.05(a) must be delivered to the Administrative Agent in advance the form of a Conversion/Continuation Notice, appropriately completed and signed by a Responsible Officer of the proposed Borrower. Each conversion to or continuation of (x) Term Benchmark Loans shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof, if denominated in Dollars, (y) [reserved] or (z) a Dollar Amount of $500,000 or a whole multiple of a Dollar Amount of $100,000 in excess thereof if denominated in an Alternative Currency. Each conversion to Base Rate Loans shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof. Each Conversion/Continuation Notice shall specify (i) whether the Borrower is requesting a conversion of Loans from one Type to the other, or a continuation of Term Benchmark Loans, (ii) the requested date (in of the conversion or continuation, as the case may be (which shall be a Business Day), (iii) the principal amount of Loans to be converted or continued, (iv) the Class of Loans to be converted or continued, (v) the Type of Loans to which such existing Loans are to be converted, if applicable, and (vi) if applicable, the duration of the Interest Period with respect thereto. If (x) with respect to any Term Benchmark Loans denominated in Dollars, the Borrower fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be converted to Base Rate Loans, and (y) with respect to any Term Benchmark Loans denominated in any Alternative Currency, the Borrower fails to give a timely notice requesting a conversion or continuation, then the applicable tranche of Revolving Loans shall be converted to a Base Rate Loan) and at least three (3) Business Days in advance Term Benchmark Loan with an Interest Period of one month. Any such automatic conversion or continuation pursuant to the immediately preceding sentence shall be effective as of the proposed conversion/continuation date (last day of the Interest Period then in effect with respect to the case of applicable Term Benchmark Loans. If the Borrower requests a conversion to, or continuation of Term Benchmark Loans in any such Conversion/Continuation Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. No Loan may be converted into or continued as a Loan denominated in a different currency, but instead must be prepaid in the original currency of such Loan and reborrowed in the other currency. (b) Following receipt of a Conversion/Continuation Notice, the Administrative Agent shall promptly notify each applicable Lender of its Pro Rata Share of the applicable Class of Loans, and if no timely notice of a conversion or continuation ofis provided by the Borrower, a Eurodollar the Administrative Agent shall notify each Lender of the details of any automatic conversion to Base Rate LoanLoans or continuation of Loans described in Section 2.05(a). . (c) Except as otherwise provided herein, a Conversion/Continuation Notice Term Benchmark Loan may be continued or converted only on the last day of an Interest Period for conversion tosuch Term Benchmark Loan. Upon the occurrence and during the continuation of an Event of Default, the Administrative Agent or continuation of, any Eurodollar Rate Loans shall be irrevocable on and after the related Interest Rate Determination Date, and Required Lenders may require by notice to the Borrower that no Loans denominated in Dollars may be converted to or continued as Term Benchmark Loans. This Section shall not apply to Swing Line Loans or Protective Advances, which may not be bound to effect a conversion converted or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice (or telephonic notice promptly confirmed in writing) of receipt of a Conversion/Continuation Notice and the matters covered by such Conversion/Continuation Noticecontinued.

Conversion/Continuation. (a) Subject to Section 2.18 and so long as no Default or Event of Default shall have occurred and then be continuing2.18, the Borrower shall have the option: (i) to convert at any time all or any part of any Term Loan or Revolving Loan equal to $500,000 5,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount from one Type of Loan to another Type of Loan; provided, that a Eurodollar Rate Loan may only be converted on the expiration of the Interest Period applicable to such Eurodollar Rate Loan unless the Borrower shall pay all amounts due under Section 2.18 in connection with any such conversion; or (ii) upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any portion of such Loan equal to $500,000 5,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount as a Eurodollar Rate Loan. (b) The Borrower shall deliver a Conversion/Continuation Notice to the Administrative Agent no later than 10:00 a.m. 12:00 p.m. (New York City time) at least one Business Day in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan) and at least three (3) Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan). Except as otherwise provided herein, a Conversion/Continuation Notice for conversion to, or continuation of, any Eurodollar Rate Loans shall be irrevocable on and after the related Interest Rate Determination Date, and the Borrower shall be bound to effect a conversion or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice (If on any day a Loan is outstanding with respect to which a Funding Notice or telephonic notice promptly confirmed in writing) of receipt of a Conversion/Continuation Notice has not been delivered to Administrative Agent in accordance with the terms hereof specifying the applicable basis for determining the rate of interest, then for that day such Loan shall be a Base Rate Loan. (c) Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and Administrative Agent, at the matters covered by such Conversion/Continuation Noticerequest of the Requisite Lenders, so notifies Borrower, then, so long as an Event of Default is continuing (i) no outstanding Loan may be converted to or continued as a Eurodollar Rate Loan and (ii) unless repaid, each Eurodollar Rate Loan shall be converted to a Base Rate Loan at the end of the then current Interest Period applicable thereto.

Conversion/Continuation. (a) Subject Each conversion of Loans from one Type to Section 2.18 another, and so long as no Default each continuation of Term Benchmark Loans shall be made upon the Borrower’s irrevocable notice to the Administrative Agent, which may only be given in writing. Each such notice must be received by the Administrative Agent not later than 1:00 p.m. (New York City time in the case of Loans denominated in Dollars, or Event London time in the case of Default shall have occurred any Borrowing denominated in Euros or another Alternative Currency) on the requested date of any conversion of Term Benchmark Loans to Base Rate Loans and then be continuing, not later than 2:00 p.m. three Business Days prior to the Borrower shall have the option: (i) to convert at any time all or any part requested date of continuation of any Term Loan Benchmark Loans or Revolving Loan equal any conversion of Base Rate Loans to Term Benchmark Loans denominated in Dollars. Each notice by the Borrower pursuant to this Section 2.02(a) must be delivered to the Administrative Agent in the form of a Conversion/Continuation Notice, appropriately completed and signed by a Responsible Officer of the Borrower. Each conversion to or continuation of Term Benchmark Loans shall be in a principal amount of $500,000 and integral multiples or a whole multiple of $100,000 in excess thereof. Each conversion to Base Rate Loans shall be in a principal amount of that amount from one Type of Loan to another Type of Loan; provided, that a Eurodollar Rate Loan may only be converted on the expiration of the Interest Period applicable to such Eurodollar Rate Loan unless the Borrower shall pay all amounts due under Section 2.18 in connection with any such conversion; or (ii) upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any portion of such Loan equal to $500,000 and integral multiples or a whole multiple of $100,000 in excess thereof. Each Conversion/Continuation Notice shall specify (i) whether the Borrower is requesting a conversion of that Loans from one Type to the other, or a continuation of Term Benchmark Loans, (ii) the requested date of the conversion or continuation, as the case may be (which shall be a Business Day), (iii) the principal amount of Loans to be converted or continued, (iv) the Class of Loans to be converted or continued, (v) the Type of Loans to which such existing Loans are to be converted, if applicable, and (vi) if applicable, the duration of the Interest Period with respect thereto. If (x) with respect to any Term Benchmark Loans denominated in Dollars, the Borrower fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be converted to Base Rate Loans or (y) with respect to any Term Benchmark Loans denominated in any Alternative Currency, the Borrower fails to give a timely notice requesting a conversion or continuation, then the applicable tranche of Term Loans shall be converted to, a Term Benchmark Loan with an Interest Period of one month. Any such automatic conversion or continuation pursuant to the immediately preceding sentence shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Term Benchmark Loans. If the Borrower requests a Eurodollar Rate Loanconversion to, or continuation of Term Benchmark Loans in any such Conversion/Continuation Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. (b) The Borrower shall deliver Following receipt of a Conversion/Continuation Notice to Notice, the Administrative Agent no later than 10:00 a.m. (New York City time) at least one Business Day in advance shall promptly notify each applicable Lender of its Pro Rata Share of the proposed conversion date (in the case applicable Class of Loans, and if no timely notice of a conversion or continuation is provided by the Borrower, the Administrative Agent shall notify each Lender of the details of any automatic conversion to a Base Rate LoanLoans or continuation of Loans described in Section 2.02(a). (c) and at least three (3) Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan). Except as otherwise provided herein, a Conversion/Continuation Notice Term Benchmark Loan may be continued or converted only on the last day of an Interest Period for conversion tosuch Term Benchmark Loan. Upon the occurrence and during the continuation of an Event of Default, the Administrative Agent or continuation of, any Eurodollar Rate Loans shall be irrevocable on and after the related Interest Rate Determination Date, and Required Lenders may require by notice to the Borrower shall that no Loans denominated in Dollars may be bound converted to effect a conversion or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice (or telephonic notice promptly confirmed in writing) of receipt of a Conversion/Continuation Notice and the matters covered by such Conversion/Continuation Noticecontinued as Term Benchmark Loans.

Conversion/Continuation. (a) Subject to Section 2.18 and so long as no Default or Event of Default shall have occurred and then be continuing, the Borrower Company shall have the option: option (ia) to convert at any time all or any part of any Term Loans from one Type of Term Loan or Revolving Loan equal to another Type of Term Loan, provided, that partial conversions of Base Rate Loans shall be in the aggregate principal amount of $500,000 1,000,000 and integral multiples of $100,000 in excess of that amount from one Type and the aggregate principal amount of Loan to another Type of Loan; provided, that a the resulting Eurodollar Rate Loan may only be converted on the expiration Loans outstanding in respect of the any one (1) Interest Period applicable to such Eurodollar Rate Loan unless the Borrower shall pay all amounts due under Section 2.18 be at least $2,000,000 and integral multiples of $1,000,000 in connection with any such conversionexcess of that amount; or or (iib) upon the expiration of any Interest Period applicable to any a Eurodollar Rate Loan, to continue all or any portion of such Term Loan equal to as a Eurodollar Rate Loan; provided, (1) a Eurodollar Rate Loan may only be converted into a Base Rate Loan on the expiration date of an Interest Period applicable thereto and (2) the aggregate principal amount of the resulting Eurodollar Rate Loans outstanding in respect of any one Interest Period shall be at least $500,000 2,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount as a Eurodollar Rate Loan. (b) The Borrower amount. Company shall deliver a Conversion/Continuation Notice to the Administrative Agent no later than 10:00 a.m. (New York City time) at least one (1) Business Day in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan) and at least three (3) Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan). Except as otherwise provided herein, a Conversion/Continuation Notice for conversion to, or continuation of, any a Eurodollar Rate Loans Loan (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date, and the Borrower Company shall be bound to effect a conversion or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice After the occurrence of and during the continuation of an Event of Default, unless the Requisite Lenders otherwise consent, (i) Company may not elect to have a Term Loan be maintained as, or telephonic notice promptly confirmed converted to, a Eurodollar Rate Loan after the expiration of any Interest Period then in writingeffect for that Term Loan; and (ii) of receipt of a any Conversion/Continuation Notice and the matters covered given by such ConversionCompany with respect to a requested borrowing or conversion/Continuation Noticecontinuation that has not yet occurred shall be deemed to be rescinded by Company.

Conversion/Continuation. (a) Subject to Section 2.18 2.17 and so long as no Default or Event of Default shall have occurred and then be continuing, the Borrower Borrowers shall have the option: (i) to convert at any time all or any part of any Term Loan or Revolving Loan equal to $500,000 1,000,000 and integral multiples of $100,000 500,000 in excess of that amount (plus the amount representing PIK Interest added to the principal amount of the Loans pursuant to Section 2.6(b)) from one Type of Loan to another Type of Loan; provided, that a Eurodollar Rate Loan may only be converted into a Base Rate Loan on the expiration of the Interest Period applicable to such Eurodollar Rate Loan unless the Borrower Borrowers shall pay all amounts due under Section 2.18 2.17 in connection with any such conversion; or (ii) upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any portion of such Loan equal to $500,000 1,000,000 and integral multiples of $100,000 500,000 in excess of that amount as a Eurodollar Rate Loan. (b) The Borrower Borrowers shall deliver a Conversion/Continuation Notice to the Administrative Agent telephonic notice no later than 10:00 a.m. 12:00 noon (New York City time) ), followed by a Conversion/Continuation Notice, at least one Business Day in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan) and at least three (3) two Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan). Except as otherwise provided herein, any such telephonic notice and/or a Conversion/Continuation Notice for conversion to, or continuation of, any Eurodollar Rate Loans (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date, and the Borrower Borrowers shall be bound to effect a conversion or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice (or telephonic notice promptly confirmed in writing) Notice of receipt of a each Conversion/Continuation Notice in respect of Loans, the amount of each Lender's Pro Rata Share thereof, if any, together with the applicable interest rate and Interest Period, shall be provided by the matters covered Administrative Agent to each applicable Lender by telefacsimile with reasonable promptness, but not later than 2:00 PM (New York City time) on the same day as the Administrative Agent's receipt of such Conversion/Continuation NoticeNotice from the Borrowers.

Conversion/Continuation. (a) Subject The Company may on any Business Day, upon notice given to Section 2.18 and so long as no Default or Event of Default shall have occurred and then be continuing, the Borrower shall have the option: Administrative Agent not later than (i) to convert at any time all or any part of any Term Loan or Revolving Loan equal to $500,000 and integral multiples of $100,000 in excess of that amount from one Type of Loan to another Type of Loan; provided, that a Eurodollar Rate Loan may only be converted on the expiration of the Interest Period applicable to such Eurodollar Rate Loan unless the Borrower shall pay all amounts due under Section 2.18 in connection with any such conversion; or (ii) upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any portion of such Loan equal to $500,000 and integral multiples of $100,000 in excess of that amount as a Eurodollar Rate Loan. (b) The Borrower shall deliver a Conversion/Continuation Notice to the Administrative Agent no later than 10:00 a.m. 11:00 A.M. (New York City time) at least one on the same Business Day in advance as the date of the proposed conversion date (Conversion in the case of a conversion to a Conversion of Eurocurrency Rate Loans into Base Rate LoanLoans, and (ii) and at least three 1:00 P.M. (3New York City time) on the third Business Days in advance Day prior to the date of the proposed conversion/continuation date (Conversion in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan). Except as otherwise provided herein, a Conversion/Continuation Notice for conversion to, or continuation of, any Eurodollar Conversion of Base Rate Loans into Eurocurrency Rate Loans or of Eurocurrency Rate Loans of one Interest Period into Eurocurrency Rate Loans of another Interest Period or the continuation of Eurocurrency Rate Loans as Eurocurrency Rate Loans with the same Interest Period, as the case may be, and subject to the provisions of Sections 2.5, 2.12 and 2.13, Convert all Loans of one Type into Loans of the other Type; provided, however, that any Conversion of any Eurocurrency Rate Loans into Base Rate Loans or into Eurocurrency Rate Loans of another Interest Period shall be irrevocable on and after the related Interest Rate Determination Datemade on, and only on, the Borrower shall be bound to effect last day of an Interest Period for such Eurocurrency Rate Loans. Promptly upon receipt from the Company of a conversion or continuation in accordance therewith. The notice of a proposed Conversion hereunder, Administrative Agent shall promptly give notice of such proposed Conversion to each Lender written Lender. Each such notice (or telephonic notice promptly confirmed in writing) of receipt of a Conversion/Continuation Notice Conversion shall, within the restrictions set forth above, specify (x) the date of such Conversion (which shall be a Business Day), (y) the Loans to be Converted, and (z) if such Conversion is into Eurocurrency Rate Loans, the matters covered duration of the initial Interest Period for each such Loan. The Company may Convert all Eurocurrency Rate Loans of any one Lender into Base Rate Loans of such Lender in accordance with the provisions of Section 2.12 by complying with the procedures set forth therein and in this Section 2.6 as though each reference in this Section 2.6 to Loans of any Type was to such Conversion/Continuation NoticeLoans of such Lender. Each such notice of Conversion shall, subject to the provisions of Sections 2.5 and 2.12, be irrevocable and binding on the Company.

Conversion/Continuation. (a) Subject to Section 2.18 2.15 and so long as no Default or Event of Default shall have occurred and then be continuing, the Borrower shall have the option: (i) to convert at any time all or any part of any Term Loan or Revolving Loan equal to $500,000 and integral multiples of $100,000 (in excess of that an amount permitted by Section 2.1(b)(iii)) from one Type of Loan to another Type of Loan; provided, that a Eurodollar Rate RateSOFR Loan may only be converted on the expiration of the Interest Period applicable to such Eurodollar Rate RateSOFR Loan unless the Borrower shall pay all amounts due under Section 2.18 2.15 in connection with any such conversion; or (ii) upon the expiration of any Interest Period applicable to any Eurodollar Rate RateSOFR Loan, to continue all or any portion of such Loan equal to $500,000 and integral multiples of $100,000 (in excess of that an amount permitted by Section 2.1(b)(iii)) as a Eurodollar Rate RateSOFR Loan. (b) The Subject to clause (c) below, the Borrower shall deliver a Conversion/Continuation Notice to the Administrative Agent no later than 10:00 a.m. 2:00 p.m. (New York City time) at least one Business Day in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan) and at least three (3) Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or a continuation of, a Eurodollar Rate RateSOFR Loan). Except as otherwise provided herein, a Conversion/Continuation Notice for conversion to, or continuation of, any Eurodollar Rate RateSOFR Loans shall be irrevocable on and after the related Interest Rate RatePeriodic Term SOFR Determination DateDateDay, and the Borrower shall be bound to effect a conversion or continuation in accordance therewith. The If on any day a Loan is outstanding with respect to which a Funding Notice or Conversion/Continuation Notice has not been delivered to the Administrative Agent in accordance with the terms hereof specifying the applicable basis for determining the rate of interest, then for that day such Loan shall promptly give each Lender written notice be a Base Rate Loan. (or telephonic notice promptly confirmed c) Any Conversion/Continuation Notice shall be executed by a Responsible Officer of the Borrower in writing) a writing delivered to the Administrative Agent. In lieu of receipt of delivering a Conversion/Continuation Notice, the Borrower may give the Administrative Agent telephonic notice by the required time of such proposed conversion or continuation, as the case may be; provided each such notice shall be promptly confirmed in writing by delivery of the applicable Conversion/Continuation Notice to the Administrative Agent on or before the close of business on the date that the telephonic notice is given. In the event of a discrepancy between the telephone notice and the matters covered by such written Conversion/Continuation Notice, the written Conversion/Continuation Notice shall govern. In the case of any Conversion/Continuation Notice that is irrevocable once given, if the Borrower provides telephonic notice in lieu thereof, such telephone notice shall also be irrevocable once given. Neither the Administrative Agent nor any Lender shall incur any liability to the Borrower in acting upon any telephonic notice referred to above that the Administrative Agent believes in good faith to have been given by a duly authorized officer or other person authorized on behalf of the Borrower or for otherwise acting in good faith.

Conversion/Continuation. (a) Subject to Section 2.18 and so So long as no Default or Event of Default shall have has occurred and then be is continuing, the Borrower shall have the option: option to (i) to convert at any time all or any part of the outstanding Loans from Index Rate Loans to LIBOR Loans, (ii) convert any Term Loan or Revolving Loan equal to $500,000 and integral multiples of $100,000 in excess of that amount from one Type of LIBOR Loan to another Type an Index Rate Loan, subject to payment of Loan; provided, that a Eurodollar Rate Loan may only be converted on LIBOR breakage costs in accordance with Section 2.9(d) if such conversion is made prior to the expiration of the Interest LIBOR Period applicable to such Eurodollar Rate Loan unless the Borrower shall pay all amounts due under Section 2.18 in connection with any such conversion; or thereto, or (iiiii) upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any portion of such any Loan equal as a LIBOR Loan upon the expiration of the applicable LIBOR Period, and the succeeding LIBOR Period of that continued Loan shall commence on the first day after the last day of the LIBOR Period of the Loan to be continued. Any Loan or group of Loans having the same proposed LIBOR Period to be made or continued as, or converted into, a LIBOR Loan must be in a minimum amount of $500,000 5,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount as a Eurodollar Rate Loan. (b) The Borrower shall deliver a Conversion/Continuation Notice to the Administrative Agent no later than 10:00 such amount. Any such election must be made by 11:00 a.m. (New York City time) at least one on the third Business Day prior to (1) the date of any proposed Loan which is to bear interest at the LIBOR Rate, (2) the end of each LIBOR Period with respect to any LIBOR Loans to be continued as such, or (3) the date on which the Borrower wishes to convert any Index Rate Loan to a LIBOR Loan for a LIBOR Period designated by the Borrower in advance such election. If no election is received with respect to a LIBOR Loan by 11:00 a.m. (New York time) on the third Business Day prior to the end of the proposed conversion date LIBOR Period with respect thereto (or if an Event of Default has occurred and is continuing), the Borrower shall be deemed to have elected to continue such Loan as a LIBOR Loan pursuant to clause (iii) above with the same duration LIBOR Period as the LIBOR Period applicable to the Loan being continued. In each case except in the case of a conversion deemed election in accordance with the preceding sentence, the Borrower must make such election by notice to a Base Rate Loan) and at least three (3) Business Days the Administrative Agent in advance of the proposed conversion/continuation date (writing, by telecopy or overnight courier and, in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan). Except as otherwise provided herein, a Conversion/Continuation Notice for conversion to, or continuation of, any Eurodollar Rate Loans shall be irrevocable on and after the related Interest Rate Determination Date, and the Borrower shall be bound to effect a conversion or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender continuation, such election must be made pursuant to a written notice (or telephonic notice promptly confirmed in writing) a “Notice of receipt of a Conversion/Continuation Notice Continuation”) in the form of Exhibit L. No Loan may be made as or converted into a LIBOR Loan until after five (5) Business Days following the Closing Date (unless otherwise agreed by the Administrative Agent) and, until the earlier of ninety (90) days following the Closing Date and completion of primary syndication of the matters covered Loans as determined by such Conversion/Continuation Noticethe Administrative Agent, no Loan may be converted into or continued as a LIBOR Loan that has an interest period of more than one month.

Conversion/Continuation. (a) Subject Each conversion of Loans from one Type to Section 2.18 another, and so long as no Default or Event each continuation of Default Term SOFR Rate Loans shall have occurred and then be continuing, made upon the Borrower shall have Representative’s irrevocable notice to the option: Administrative Agent, which may only be given in writing. Each such notice must be received by the Administrative Agent not later than 1:00 p.m. (iNew York City time in the case of Loans denominated in Dollars) on the requested date of any conversion of Term SOFR Rate Loans to convert at any time all or any part Base Rate Loans and not later than 2:00 p.m. three Business Days prior to the requested date of continuation of any Term Loan SOFR Rate Loans or Revolving Loan equal any conversion of Base Rate Loans to Term SOFR Rate Loans denominated in Dollars. Each notice by the Borrower Representative pursuant to this Section 2.02(a) must be delivered to the Administrative Agent in the form of a Conversion/Continuation Notice, appropriately completed and signed by a Responsible Officer of the Borrower Representative. Each conversion to or continuation of Term SOFR Rate Loans shall be in a principal amount of $500,000 and integral multiples or a whole multiple of $100,000 in excess thereof. Each conversion to Base Rate Loans shall be in a principal amount of that amount from one Type of Loan to another Type of Loan; provided, that a Eurodollar Rate Loan may only be converted on the expiration of the Interest Period applicable to such Eurodollar Rate Loan unless the Borrower shall pay all amounts due under Section 2.18 in connection with any such conversion; or (ii) upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any portion of such Loan equal to $500,000 and integral multiples or a whole multiple of $100,000 in excess thereof. Each Conversion/Continuation Notice shall specify (i) whether the Borrower Representative is requesting a conversion of that Loans from one Type to the other, or a continuation of Term SOFR Rate Loans, (ii) the requested date of the conversion or continuation, as the case may be (which shall be a Business Day), (iii) the principal amount of Loans to be converted or continued, (iv) the Class of Loans to be converted or continued, (v) the Type of Loans to which such existing Loans are to be converted, if applicable, and (vi) if applicable, the duration of the Interest Period with respect thereto. If the Borrower Representative fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be converted to Base Rate Loans. Any such automatic conversion or continuation pursuant to the immediately preceding sentence shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Term SOFR Rate Loans. If the Borrower Representative requests a Eurodollar conversion to, or continuation of Term SOFR Rate LoanLoans in any such Conversion/Continuation Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. (b) The Borrower shall deliver Following receipt of a Conversion/Continuation Notice to Notice, the Administrative Agent no later than 10:00 a.m. (New York City time) at least one Business Day in advance shall promptly notify each applicable Lender of its Pro Rata Share of the proposed conversion date (in the case applicable Class of Loans, and if no timely notice of a conversion or continuation is provided by the Borrower Representative, the Administrative Agent shall notify each Lender of the details of any automatic conversion to a Base Rate LoanLoans or continuation of Loans described in Section 2.02(a). (c) and at least three (3) Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan). Except as otherwise provided herein, a Conversion/Continuation Notice Term SOFR Rate Loan may be continued or converted only on the last day of an Interest Period for conversion tosuch Term SOFR Rate Loan. Upon the occurrence and during the continuation of an Event of Default, the Administrative Agent or continuation of, any Eurodollar Rate Loans shall be irrevocable on and after the related Interest Rate Determination Date, and Required Lenders may require by notice to the Borrower shall Representative that no Loans denominated in Dollars may be bound converted to effect a conversion or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice (or telephonic notice promptly confirmed in writing) of receipt of a Conversion/Continuation Notice and the matters covered by such Conversion/Continuation Noticecontinued as Term SOFR Rate Loans.

Conversion/Continuation. (a) Subject to Section 2.18 2.17 and so long as no Default or Event of Default shall have occurred and then be continuing, the Borrower Company shall have the option: (i) to convert at any time all or any part of any Term Loan or Revolving Loan equal to $500,000 5,000,000 and integral multiples of $100,000 1,000,000 (when aggregated for all Lenders holding Loans of one Type) in excess of that amount from one Type of Loan to another Type of Loan; provided, that a -------- Eurodollar Rate Loan may only be converted into a Base Rate Loan on the expiration of the Interest Period applicable to such Eurodollar Rate Loan unless the Borrower Company shall pay all amounts due under Section 2.18 2.17(c) in connection with any such conversion; or (ii) upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any portion of such Loan equal to $500,000 5,000,000 and integral multiples of $100,000 1,000,000 (when aggregated for all Lenders holding such Loan) in excess of that amount as a Eurodollar Rate Loan. (b) The Borrower Company shall deliver a Conversion/Continuation Notice to the Administrative Agent no later than 10:00 a.m. (New York City time) at least one Business Day in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan) and at least three (3) Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan). Except as otherwise provided herein, a Conversion/Continuation Notice for conversion to, or continuation of, any Eurodollar Rate Loans (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date, and the Borrower Company shall be bound to effect a conversion or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice (or telephonic notice promptly confirmed in writing) Notice of receipt of a each Conversion/Continuation Notice in respect of Loans, together with the amount of each Lender's Pro Rata Share thereof, if any, together with the applicable interest rate and Interest Period, shall be provided by Administrative Agent to each applicable Lender by telefacsimile with reasonable promptness, but not later than 2:00 PM (New York City time) on the matters covered by same day as Administrative Agent's receipt of such Conversion/Continuation NoticeNotice from Company.

Conversion/Continuation. (a) Subject to Section 2.18 2.17 and so long as no Default or Event of Default shall have occurred and then be continuing, the Borrower Company shall have the option: (i) to convert at any time all or any part of any Term Loan or Revolving Senior Loan equal to $500,000 5,000,000 and integral multiples of $100,000 1,000,000 (when aggregated for all Lenders holding Loans of one Type) in excess of that amount from one Type of Senior Loan to another Type of Senior Loan; providedPROVIDED, that a Eurodollar Rate Loan may only be converted into a Base Rate Loan on the expiration of the Interest Period applicable to such Eurodollar Rate Loan unless the Borrower Company shall pay all amounts due under Section 2.18 2.17(c) in connection with any such conversion; or (ii) upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any portion of such Senior Loan equal to $500,000 5,000,000 and integral multiples of $100,000 1,000,000 (when aggregated for all Lenders holding such Loan) in excess of that amount as a Eurodollar Rate Loan. (b) The Borrower Company shall deliver a Conversion/Continuation Notice to the Administrative Agent no later than 10:00 a.m. (New York City time) at least one Business Day in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan) and at least three (3) Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan). Except as otherwise provided herein, a Conversion/Continuation Notice for conversion to, or continuation of, any Eurodollar Rate Loans (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date, and the Borrower Company shall be bound to effect a conversion or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice (or telephonic notice promptly confirmed in writing) Notice of receipt of a each Conversion/Continuation Notice in respect of Senior Loans, together with the amount of each Lender's Pro Rata Share thereof, if any, together with the applicable interest rate and Interest Period, shall be provided by Administrative Agent to each applicable Lender by telefacsimile with reasonable promptness, but not later than 2:00 PM (New York City time) on the matters covered by same day as Administrative Agent's receipt of such Conversion/Continuation NoticeNotice from Company.

Conversion/Continuation. (a) Subject to Section 2.18 and so long as no Default or Event Each conversion of Default shall have occurred and then be continuing, the Borrower shall have the option: (i) to convert at any time all or any part of any Term Loan or Revolving Loan equal to $500,000 and integral multiples of $100,000 in excess of that amount Loans from one Type to another, and each continuation of Loan SOFR Loans or Alternative Currency Loans shall be made upon the Borrower’s irrevocable notice to another Type of Loan; providedthe Administrative Agent, that a Eurodollar Rate Loan which may only be given in writing; provided that Revolving Loans denominated in an Alternative Currency may not be converted on the expiration of the Interest Period applicable to into Base Rate Loans or SOFR Loans. Each such Eurodollar Rate Loan unless the Borrower shall pay all amounts due under Section 2.18 in connection with any such conversion; or (ii) upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any portion of such Loan equal to $500,000 and integral multiples of $100,000 in excess of that amount as a Eurodollar Rate Loan. (b) The Borrower shall deliver a Conversion/Continuation Notice to notice must be received by the Administrative Agent no not later than 10:00 a.m. 1:00 p.m. (New York City time) at least one on the requested date of any conversion of SOFR Loans to Base Rate Loans, not later than 1:00 p.m. (New York City time) two Business Day Days prior to the requested date of continuation of any SOFR Loans or any conversion of Base Rate Loans to SOFR Loans and not later than 1:00 p.m. (New York City time) three Business Days prior to the requested date of any continuation of any Alternative Currency Loans. Each notice by the Borrower pursuant to this Section 2.05(a) must be delivered to the Administrative Agent in advance the form of a Conversion/Continuation Notice, appropriately completed and signed by a Responsible Officer of the proposed Borrower. Each conversion to or continuation of SOFR Loans denominated in Dollars shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof. Each conversion of Alternative Currency Loans shall be in a Dollar Amount of $500,000 or a whole multiple of a Dollar Amount of $100,000 in excess thereof. Each conversion to Base Rate Loans shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof. Each Conversion/Continuation Notice shall specify (i) whether the Borrower is requesting a conversion of Loans from one Type to the other, or a continuation of SOFR Loans or Alternative Currency Loans, as applicable, (ii) the requested date (in of the conversion or continuation, as the case may be (which shall be a Business Day), (iii) the principal amount of Loans to be converted or continued, (iv) the Class of Loans to be converted or continued, (v) the Type of Loans to which such existing Loans are to be converted, if applicable, and (vi) if applicable, the duration of the Interest Period with respect thereto. If (x) with respect to any SOFR Loans denominated in Dollars, the Borrower fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be converted to a Base Rate LoanLoans and (y) and at least three with respect to any Alternative Currency Loans, the Borrower fails to give a timely notice requesting a conversion or continuation, then such Alternative Currency Loans shall be converted or continued as Alternative Currency Loans in their original currency with an Interest Period of one (31) Business Days in advance month. Any such automatic conversion or continuation pursuant to the immediately preceding sentence shall be effective as of the proposed conversion/continuation date (last day of the Interest Period then in effect with respect to the case of applicable SOFR Loans or Alternative Currency Term Rate Loans, as applicable. If the Borrower requests a conversion to, or continuation of SOFR Loans or Alternative Currency Loans, as applicable, in any such Conversion/Continuation Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. (b) Following receipt of a Conversion/Continuation Notice, the Administrative Agent shall promptly notify each applicable Lender of its Pro Rata Share of the applicable Class of Loans, and if no timely notice of a conversion or continuation ofis provided by the Borrower, a Eurodollar the Administrative Agent shall notify each Lender of the details of any automatic conversion to Base Rate LoanLoans or continuation of Loans described in Section 2.05(a). . (c) Except as otherwise provided herein, a Conversion/Continuation Notice SOFR Loan or Alternative Currency Term Rate Loan may be continued or converted only on the last day of an Interest Period for conversion tosuch SOFR Loan or Alternative Currency Term Rate Loan, as applicable. Upon the occurrence and during the continuation of an Event of Default, the Administrative Agent or continuation of, any Eurodollar Rate Loans shall be irrevocable on and after the related Interest Rate Determination Date, and Required Lenders may require by notice to the Borrower shall that no Loans denominated in Dollars may be bound converted to effect a conversion or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice (or telephonic notice promptly confirmed in writing) of receipt of a Conversion/Continuation Notice and the matters covered by such Conversion/Continuation Noticecontinued as SOFR Loans.

Conversion/Continuation. (a) Subject Each conversion of Loans from one Type to Section 2.18 another, and so long as no Default each continuation of SOFR Rate Loans shall be made upon the Borrower’s irrevocable notice to the Administrative Agent, which may only be given in writing. Each such notice must be received by the Administrative Agent not later than 1:00 p.m. one Business Day prior to the date of any conversion of SOFR Rate Loans to Base Rate Loans and not later than 1:00 p.m. three Business Days prior to the requested date of continuation of any SOFR Rate Loans or Event any conversion of Default shall have occurred and then be continuing, Base Rate Loans to SOFR Rate Loans. Each notice by the Borrower pursuant to this Section 2.05(a) must be delivered to the Administrative Agent in the form of a Conversion/Continuation Notice, appropriately completed and signed by a Responsible Officer of such Borrower. Each conversion to or continuation of SOFR Rate Loans shall have the option: (i) to convert at any time all or any part be in a minimum principal amount of any Term Loan or Revolving Loan equal to $500,000 and integral multiples or a whole multiple of $100,000 in excess thereof. Each conversion to Base Rate Loans shall be in a minimum principal amount of that amount from one Type of Loan to another Type of Loan; provided, that a Eurodollar Rate Loan may only be converted on the expiration of the Interest Period applicable to such Eurodollar Rate Loan unless the Borrower shall pay all amounts due under Section 2.18 in connection with any such conversion; or (ii) upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any portion of such Loan equal to $500,000 and integral multiples or a whole multiple of $100,000 in excess thereof. Each Conversion/Continuation Notice shall specify (i) whether the Borrower is requesting a conversion of that Loans from one Type to the other, or a continuation of SOFR Rate Loans, (ii) the requested date of the conversion or continuation, as the case may be (which shall be a Business Day), (iii) the principal amount and currency of Loans to be converted or continued, (iv) the Class of Loans to be converted or continued, (v) the Type of Loans to which such existing Loans are to be converted, if applicable, and (vi) if applicable, the duration of the Interest Period with respect thereto. If with respect to any SOFR Rate Loans, the Borrower fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be converted to Base Rate Loans. Any such automatic conversion or continuation pursuant to the immediately preceding sentence shall be effective as of the last day of the Interest Period then in effect with respect to the applicable SOFR Rate Loans. If the Borrower requests a Eurodollar conversion to, or continuation of SOFR Rate LoanLoans in any such Conversion/Continuation Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. (b) The Borrower shall deliver Following receipt of a Conversion/Continuation Notice to Notice, the Administrative Agent no later than 10:00 a.m. (New York City time) at least one Business Day in advance shall promptly notify each applicable Lender of its Pro Rata Share of the proposed conversion date (in the case applicable Class of Loans, and if no timely notice of a conversion or continuation is provided by the Borrower, the Administrative Agent shall notify each Lender of the details of any automatic conversion to a Base Rate LoanLoans or continuation of Loans described in Section 2.05(a). (c) and at least three (3) Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan). Except as otherwise provided herein, a Conversion/Continuation Notice SOFR Rate Loan may be continued or converted only on the last day of an Interest Period for conversion tosuch SOFR Rate Loan. Upon the occurrence and during the continuation of an Event of Default, the Administrative Agent or continuation of, any Eurodollar Rate Loans shall be irrevocable on and after the related Interest Rate Determination Date, and Required Lenders may require by notice to the Borrower shall that no Loans denominated in Dollars may be bound converted to effect a conversion or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice (or telephonic notice promptly confirmed in writing) of receipt of a Conversion/Continuation Notice and the matters covered by such Conversion/Continuation Noticecontinued as SOFR Rate Loans.

Conversion/Continuation. (a) Subject Each conversion of Loans from one Type to Section 2.18 another, and so long as no Default or Event each continuation of Default Eurodollar Rate Loans shall have occurred and then be continuingmade upon the Borrower’s irrevocable notice to the Administrative Agent, which may only be given in writing. Each such notice must be received by the Borrower shall have the option: Administrative Agent (i) to convert at any time all or any part of any Term Loan or Revolving Loan equal to $500,000 and integral multiples of $100,000 in excess of that amount from one Type of Loan to another Type of Loan; provided, that a Eurodollar Rate Loan may only be converted on the expiration of the Interest Period applicable to such Eurodollar Rate Loan unless the Borrower shall pay all amounts due under Section 2.18 in connection with any such conversion; or (ii) upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any portion of such Loan equal to $500,000 and integral multiples of $100,000 in excess of that amount as a Eurodollar Rate Loan. (b) The Borrower shall deliver a Conversion/Continuation Notice to the Administrative Agent no not later than 10:00 a.m. 12:00 noon (New York City time) at least one (1) Business Day in advance prior to the requested date of the proposed any conversion date (in the case of a conversion Eurodollar Rate Loans to a Base Rate LoanLoans and (ii) and at least not later than 12:00 noon (New York City time) three (3) Business Days prior to the requested date of continuation of any Eurodollar Rate Loans or any conversion of Base Rate Loans to Eurodollar Rate Loans. Each notice by the Borrower pursuant to this Section 2.05(a) must be delivered to the Administrative Agent in advance the form of a Conversion/Continuation Notice, appropriately completed and signed by a Responsible Officer of the proposed conversionBorrower. Each conversion to or continuation of Eurodollar Rate Loans shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof. Each conversion to Base Rate Loans shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof. Each Conversion/Continuation Notice shall specify (i) whether the Borrower is requesting a conversion of Loans from one Type to the other, or a continuation of Eurodollar Rate Loans, (ii) the requested date (in of the conversion or continuation, as the case may be (which shall be a Business Day), (iii) the principal amount of Loans to be converted or continued, (iv) the Class of Loans to be converted or continued, (v) the Type of Loans to which such existing Loans are to be converted, if applicable, and (vi) if applicable, the duration of the Interest Period with respect thereto. If the Borrower fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be converted to Base Rate Loans. Any such automatic conversion to Base Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurodollar Rate Loans. If the Borrower requests a conversion to, or a continuation of, a of Eurodollar Rate LoanLoans in any such Conversion/Continuation Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one (1) month. (b) Following receipt of a Conversion/Continuation Notice, the Administrative Agent shall promptly notify each applicable Lender of its Pro Rata Share of the applicable Class of Loans, and if no timely notice of a conversion or continuation is provided by the Borrower, the Administrative Agent shall notify each Lender of the details of any automatic conversion to Base Rate Loans or continuation of Loans described in Section 2.05(a). . (c) Except as otherwise provided herein, a Conversion/Continuation Notice for conversion to, or continuation of, any Eurodollar Rate Loans shall Loan may be irrevocable continued or converted only on the last day of an Interest Period for such Eurodollar Rate Loan. Upon the occurrence and after during the related Interest Rate Determination Datecontinuation of an Event of Default, and the Administrative Agent or the Required Lenders may require by notice to the Borrower that no Loans may be converted to or continued as Eurodollar Rate Loans. This Section shall not apply to Swing Line Loans, which may not be bound to effect a conversion converted or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice (or telephonic notice promptly confirmed in writing) of receipt of a Conversion/Continuation Notice and the matters covered by such Conversion/Continuation Noticecontinued.

Conversion/Continuation. (a) Subject to Section 2.18 and so long as no Default or Event Each conversion of Default shall have occurred and then be continuing, the Borrower shall have the option: (i) to convert at any time all or any part of any Term Loan or Revolving Loan equal to $500,000 and integral multiples of $100,000 in excess of that amount Loans from one Type to another, and each continuation of Loan Term Benchmark Loans shall be made upon the Borrower’s irrevocable notice to another Type of Loan; providedthe Administrative Agent, that a Eurodollar Rate Loan which may only be given in writing; provided that Revolving Loans denominated in an Alternative Currency may not be converted on the expiration of the Interest Period applicable to into Base Rate Loans. Each such Eurodollar Rate Loan unless the Borrower shall pay all amounts due under Section 2.18 in connection with any such conversion; or (ii) upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any portion of such Loan equal to $500,000 and integral multiples of $100,000 in excess of that amount as a Eurodollar Rate Loan. (b) The Borrower shall deliver a Conversion/Continuation Notice to notice must be received by the Administrative Agent no not later than 10:00 a.m. 1:00 p.m. (New York City time, in the case of Loans denominated in Dollars, or London time, in the case of Loans denominated in an Alternative Currency) on the requested date of any conversion of Term Benchmark Loans to Base Rate Loans and not later than 1:00 p.m. (New York City time) at least one three Business Day Days prior to the requested date of continuation of any Term Benchmark Loans or any conversion of Base Rate Loans to Term Benchmark Loans. Each notice by the Borrower pursuant to this Section 2.05(a) must be delivered to the Administrative Agent in advance the form of a Conversion/Continuation Notice, appropriately completed and signed by a Responsible Officer of the proposed Borrower. Each conversion to or continuation of (x) Term Benchmark Loans shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof, if denominated in Dollars, (y) [reserved] or (z) a Dollar Amount of $500,000 or a whole multiple of a Dollar Amount of $100,000 in excess thereof if denominated in an Alternative Currency. Each conversion to Base Rate Loans shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof. Each Conversion/Continuation Notice shall specify (i) whether the Borrower is requesting a conversion of Loans from one Type to the other, or a continuation of Term Benchmark Loans, (ii) the requested date (in of the conversion or continuation, as the case may be (which shall be a Business Day), (iii) the principal amount of Loans to be converted or continued, (iv) the Class of Loans to be converted or continued, (v) the Type of Loans to which such existing Loans are to be converted, if applicable, and (vi) if applicable, the duration of the Interest Period with respect thereto. If (x) |US-DOCS\134569911.8148772134.4|| with respect to any Term Benchmark Loans denominated in Dollars, the Borrower fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be converted to Base Rate Loans, and (y) with respect to any Term Benchmark Loans denominated in any Alternative Currency, the Borrower fails to give a timely notice requesting a conversion or continuation, then the applicable tranche of Revolving Loans shall be converted to a Base Rate Loan) and at least three (3) Business Days in advance Term Benchmark Loan with an Interest Period of one month. Any such automatic conversion or continuation pursuant to the immediately preceding sentence shall be effective as of the proposed conversion/continuation date (last day of the Interest Period then in effect with respect to the case of applicable Term Benchmark Loans. If the Borrower requests a conversion to, or continuation of Term Benchmark Loans in any such Conversion/Continuation Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. No Loan may be converted into or continued as a Loan denominated in a different currency, but instead must be prepaid in the original currency of such Loan and reborrowed in the other currency. (b) Following receipt of a Conversion/Continuation Notice, the Administrative Agent shall promptly notify each applicable Lender of its Pro Rata Share of the applicable Class of Loans, and if no timely notice of a conversion or continuation ofis provided by the Borrower, a Eurodollar the Administrative Agent shall notify each Lender of the details of any automatic conversion to Base Rate LoanLoans or continuation of Loans described in Section 2.05(a). . (c) Except as otherwise provided herein, a Conversion/Continuation Notice Term Benchmark Loan may be continued or converted only on the last day of an Interest Period for conversion tosuch Term Benchmark Loan. Upon the occurrence and during the continuation of an Event of Default, the Administrative Agent or continuation of, any Eurodollar Rate Loans shall be irrevocable on and after the related Interest Rate Determination Date, and Required Lenders may require by notice to the Borrower that no Loans denominated in Dollars may be converted to or continued as Term Benchmark Loans. This Section shall not apply to Swing Line Loans or Protective Advances, which may not be bound to effect a conversion converted or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice (or telephonic notice promptly confirmed in writing) of receipt of a Conversion/Continuation Notice and the matters covered by such Conversion/Continuation Noticecontinued.

Conversion/Continuation. (a) Subject to Section 2.18 and so long as no Default or Event Each conversion of Default shall have occurred and then be continuing, the Borrower shall have the option: (i) to convert at any time all or any part of any Term Loan or Revolving Loan equal to $500,000 and integral multiples of $100,000 in excess of that amount Loans from one Type to another, and each continuation of Loan to another Type of Loan; provided, that a Eurodollar Rate Loan Loans shall be made upon the Borrower’s irrevocable notice to the Administrative Agent, which may only be converted on the expiration of the Interest Period applicable to such Eurodollar Rate Loan unless given by: (A) telephone, or (B) a Conversion/ Continuation Notice; provided that any telephonic notice by the Borrower shall pay all amounts due under Section 2.18 in connection with any such conversion; or (ii) upon must be confirmed immediately by delivery to the expiration Administrative Agent of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any portion of such Loan equal to $500,000 and integral multiples of $100,000 in excess of that amount as a Eurodollar Rate Loan. (b) The Borrower shall deliver a Conversion/Continuation Notice to Notice. Each such notice must be received by the Administrative Agent no (i) not later than 10:00 a.m. 12:00 noon (New York City time) at least one (1) Business Day in advance prior to the requested date of the proposed any conversion date (in the case of a conversion Eurodollar Rate Loans to a Base Rate LoanLoans and (ii) and at least not later than 12:00 noon (New York City time) three (3) Business Days prior to the requested date of continuation of any Eurodollar Rate Loans or any conversion of Base Rate Loans to Eurodollar Rate Loans. Each notice by the Borrower pursuant to this Section 2.05(a) must be delivered to the Administrative Agent in advance the form of a Conversion/Continuation Notice, appropriately completed and signed by a Responsible Officer of the proposed conversionBorrower. Each conversion to or continuation of Eurodollar Rate Loans shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof. Each conversion to Base Rate Loans shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof. Each Conversion/Continuation Notice shall specify (i) whether the Borrower is requesting a conversion of Loans from one Type to the other, or a continuation of Eurodollar Rate Loans, (ii) the requested date (in of the conversion or continuation, as the case may be (which shall be a Business Day), (iii) the principal amount of Loans to be converted or continued, (iv) the Class of Loans to be converted or continued, (v) the Type of Loans to which such existing Loans are to be converted, if applicable, and (vi) if applicable, the duration of the Interest Period with respect thereto. If the Borrower fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be converted to Base Rate Loans. Any such automatic conversion to Base Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurodollar Rate Loans. If the Borrower requests a conversion to, or a continuation of, a of Eurodollar Rate LoanLoans in any such Conversion/Continuation Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one (1) month. (b) Following receipt of a Conversion/Continuation Notice, the Administrative Agent shall promptly notify each applicable Lender of its Pro Rata Share of the applicable Class of Loans, and if no timely notice of a conversion or continuation is provided by the Borrower, the Administrative Agent shall notify each Lender of the details of any automatic conversion to Base Rate Loans or continuation of Loans described in Section 2.05(a). . (c) Except as otherwise provided herein, a Conversion/Continuation Notice for conversion to, or continuation of, any Eurodollar Rate Loans shall Loan may be irrevocable continued or converted only on the last day of an Interest Period for such Eurodollar Rate Loan. Upon the occurrence and after during the related Interest Rate Determination Datecontinuation of an Event of Default, and the Administrative Agent or the Required Lenders may require by notice to the Borrower that no Loans may be converted to or continued as Eurodollar Rate Loans. This Section shall not apply to Swing Line Loans, which may not be bound to effect a conversion converted or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice (or telephonic notice promptly confirmed in writing) of receipt of a Conversion/Continuation Notice and the matters covered by such Conversion/Continuation Noticecontinued.

Conversion/Continuation. (a) Subject to Section 2.18 2.16 and (with respect to continuations of, or conversions into, Eurodollar Rate Loans) so long as no Default or Event of Default shall have occurred and then be continuing, the Borrower Borrowers shall have the option: (i) to convert at any time all or any part of any Term Loan or Revolving Loan in a minimum amount equal to five hundred thousand Dollars ($500,000 500,000) and integral multiples of fifty thousand Dollars ($100,000 50,000) in excess of that amount or, if different, the entire amount of the Revolving Loan being converted, from one Type of Loan to another Type of Loan; provided, that a Eurodollar Rate Loan may only be converted on the expiration of the Interest Period applicable to such Eurodollar Rate Loan unless the Borrower Borrowers shall pay all amounts due under Section 2.18 2.16 in connection with any such conversion; or (ii) upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any portion of such Revolving Loan in a minimum amount equal to five hundred thousand Dollars ($500,000 500,000) and integral multiples of fifty thousand Dollars ($100,000 50,000) in excess of that amount or, if different, the entire amount of the Revolving Loan being continued, as a Eurodollar Rate Loan. (b) The Borrower Borrowers shall deliver a Conversion/Continuation Notice to the Administrative Agent no later than 10:00 11:00 a.m. (New York City time) at least one Business Day in advance on the date of the proposed conversion date Conversion/Continuation Date (in the case of a conversion to to, or continuation of, a Base Rate Loan) and at least three (3) Business Days in advance of the proposed conversionConversion/continuation date Continuation Date (in the case of a conversion to, or a continuation of, a to an Eurodollar Rate Loan). Except Subject to the foregoing, in the event that the applicable Borrower shall not deliver a Conversion/Continuation Notice with respect to any Eurodollar Rate Loan as otherwise provided hereinabove, such Eurodollar Rate Loan (unless repaid) shall automatically be continued as a Eurodollar Rate Loan with a one month Interest Period at the expiration of the then current Interest Period. A Conversion/Continuation Notice for conversion to, or continuation of, any Eurodollar Rate Loans Loan (or telephonic notice in lieu thereof) shall be irrevocable revocable on and after the related Interest Rate Determination Date, and ; provided that the applicable Borrower shall be bound to effect a conversion or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice (or telephonic notice promptly confirmed therewith unless such Borrower compensates Lenders in writing) of receipt of a Conversion/Continuation Notice and the matters covered by such Conversion/Continuation Noticeaccordance with Section 2.16(c).

Conversion/Continuation. (a) Subject to Section 2.18 and so long as no Default or Event of Default shall have occurred and then be continuing, the Borrower Company shall have the option: option (ia) to convert at any time all or any part of any Term Class of Loans from one Type of Loan or Revolving Loan equal to another Type of Loan, PROVIDED, that partial conversions of Base Rate Loans shall be in the aggregate principal amount of $500,000 1,000,000 and integral multiples of $100,000 in excess of that amount from one Type and the aggregate principal amount of Loan to another Type of Loan; provided, that a the resulting Eurodollar Rate Loan may only be converted on the expiration Loans outstanding in respect of the any one Interest Period applicable to such Eurodollar Rate Loan unless the Borrower shall pay all amounts due under Section 2.18 be at least $2,000,000 and integral multiples of $1,000,000 in connection with any such conversionexcess of that amount; or or (iib) upon the expiration of any Interest Period applicable to any a Eurodollar Rate Loan, to continue all or any portion of such Loan equal to as a Eurodollar Rate Loan; PROVIDED, (1) a Eurodollar Rate Loan may only be converted into a Base Rate Loan on the expiration date of an Interest Period applicable thereto and (2) the aggregate principal amount of the resulting Eurodollar Rate Loans outstanding in respect of any one Interest Period shall be at least $500,000 2,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount as a Eurodollar Rate Loan. (b) The Borrower amount. Company shall deliver a Conversion/Continuation Notice to the Administrative Agent no later than 10:00 a.m. A.M. (New York City time) at least one Business Day in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan) and at least three (3) Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan). Except as otherwise provided herein, a Conversion/Continuation Notice for conversion to, or continuation of, any a Eurodollar Rate Loans Loan (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date, and the Borrower Company shall be bound to effect a conversion or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice (or telephonic notice promptly confirmed in writing) After the occurrence of receipt and during the continuation of a Default or an Event of Default, unless the Requisite Lenders otherwise consent, (i) Company may not elect to have a Loan be made or maintained as, or converted to, a Eurodollar Rate Loan after the expiration of any Interest Period then in effect for that Loan; and (ii) any Funding Notice or Conversion/Continuation Notice and the matters covered given by such ConversionCompany with respect to a requested borrowing or conversion/Continuation Noticecontinuation that has not yet occurred shall be deemed to be rescinded by Company.

Conversion/Continuation. (a) Subject to Section 2.18 and so long as no Default or Event of Default shall have occurred and then be continuing, the . (i) Borrower shall have the option: (i) option to convert at any time all or any part of any Term Loan or Revolving Loan Loans, equal to $500,000 5,000,000 or C$5,000,000 (as applicable) and integral multiples of $100,000 1,000,000 or C$1,000,000 (as applicable) in excess of that amount from one Type of Loan to another Type of Loan; provided, that a Eurodollar Rate Loan may only be converted on the expiration of the Interest Period applicable to such Eurodollar Rate Loan unless the if Borrower shall pay all amounts due under Section 2.18 in connection with any such conversion; or (ii) Borrower shall have the option to convert at any time all or any part of any Term Loan, equal to $5,000,000 and integral multiples of $1,000,000 in excess of that amount from one Type of Loan to another Type of Loan; provided, a Eurodollar Rate Loan may only be converted on the expiration of the Interest Period applicable to such Eurodollar Rate Loan if Borrower shall pay all amounts due under Section 2.18 in connection with any such conversion; or (iii) in the case of Eurodollar Rate Loans denominated in Dollars, Borrower shall have the option upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any portion of such Loan equal to $500,000 5,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount as a Eurodollar Rate Loan. (b) The Subject to Section 3.3(b), Borrower shall deliver a Conversion/Continuation Notice to the Administrative Agent no later than 10:00 a.m. (New York City time) at least one Business Day in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan) and at least three (3) Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan). Except as otherwise provided herein, a Conversion/Continuation Notice for conversion to, or continuation of, any Eurodollar Rate Loans shall be irrevocable on and after the related Interest Rate Determination Date, and the Borrower shall be bound to effect a conversion or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice (If on any day a Loan is outstanding with respect to which a Funding Notice or telephonic notice promptly confirmed in writing) of receipt of a Conversion/Continuation Notice and has not been delivered to Administrative Agent in accordance with the matters covered by terms hereof specifying the applicable basis for determining the rate of interest, then for that day such Conversion/Continuation NoticeLoan shall be a Base Rate Loan if such Loan is denominated in Dollars or a Canadian Prime Rate Loan if such Loan is denominated in Canadian Dollars.

Conversion/Continuation. (a) Subject Each conversion of Loans from one Type to Section 2.18 another, and so long as no Default or Event each continuation of Default Term SOFR Loans shall have occurred be made upon the Borrower’s irrevocable notice to the Administrative Agent, which may only be given in writing. Each such notice must be received by the Administrative Agent not later than 1:00 p.m. on the requested date of any conversion of Term SOFR Loans to Base Rate Loans and then be continuing, not later than 2:00 p.m. three U.S. Government Securities Business Days prior to the Borrower shall have the option: (i) to convert at any time all or any part requested date of continuation of any Term Loan SOFR Loans or Revolving Loan equal any conversion of Base Rate Loans to Term SOFR Loans. Each notice by the Borrower pursuant to this Section 2.05(a) must be delivered to the Administrative Agent in the form of a Conversion/Continuation Notice, appropriately completed and signed by a Responsible Officer of the Borrower. Each conversion to or continuation of Term SOFR Loans shall be in a principal amount of $500,000 and integral multiples 1,000,000 or a whole multiple of $100,000 in excess thereof. Each conversion to Base Rate Loans shall be in a principal amount of that amount from one Type of Loan to another Type of Loan; provided, that $1,000,000 or a Eurodollar Rate Loan may only be converted on the expiration of the Interest Period applicable to such Eurodollar Rate Loan unless the Borrower shall pay all amounts due under Section 2.18 in connection with any such conversion; or (ii) upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any portion of such Loan equal to $500,000 and integral multiples whole multiple of $100,000 in excess thereof. Each Conversion/Continuation Notice shall specify (i) whether the Borrower is requesting a conversion of that Loans from one Type to the other, or a continuation of Term SOFR Loans, (ii) the requested date of the conversion or continuation, as the case may be (which shall be a Business Day), (iii) the principal amount of Loans to be converted or continued, (iv) the Class of Loans to be converted or continued, (v) the Type of Loans to which such existing Loans are to be converted, if applicable, and (vi) if applicable, the duration of the Interest Period with respect thereto. If with respect to any Term SOFR Loans, the Borrower fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be converted to Base Rate Loans. Any such automatic conversion or continuation pursuant to the immediately preceding sentence shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Term SOFR Loans. If the Borrower requests a Eurodollar Rate Loanconversion to, or continuation of Term SOFR Loans in any such Conversion/Continuation Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. (b) The Borrower shall deliver Following receipt of a Conversion/Continuation Notice to Notice, the Administrative Agent no later than 10:00 a.m. (New York City time) at least one Business Day in advance shall promptly notify each applicable Lender of its Pro Rata Share of the proposed conversion date (in the case applicable Class of Loans, and if no timely notice of a conversion or continuation is provided by the Borrower, the Administrative Agent shall notify each Lender of the details of any automatic conversion to a Base Rate LoanLoans or continuation of Loans described in Section 2.05(a). (c) and at least three (3) Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan). Except as otherwise provided herein, a Conversion/Continuation Notice Term SOFR Loan may be continued or converted only on the last day of an Interest Period for conversion tosuch Term SOFR Loan. Upon the occurrence and during the continuation of an Event of Default, the Administrative Agent or continuation of, any Eurodollar Rate Loans shall be irrevocable on and after the related Interest Rate Determination Date, and Required Lenders may require by notice to the Borrower shall that no Loans denominated in Dollars may be bound converted to effect a conversion or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice (or telephonic notice promptly confirmed in writing) of receipt of a Conversion/Continuation Notice and the matters covered by such Conversion/Continuation Noticecontinued as Term SOFR Loans.

Conversion/Continuation. (a) Subject to Section 2.18 the provisions of subsections 2.2E and so long as no Default or Event of Default shall have occurred and then be continuing2.6, the Borrower shall have the option: (i) if any Eurodollar Rate Loan is to convert at be made or continued on any time all date in which one or any part of any Term more Base Rate Loans are outstanding, each outstanding Base Rate Loan or Revolving Loan equal to $500,000 and integral multiples of $100,000 in excess of that amount from one Type of Loan to another Type of Loan; provided, that shall be automatically converted into a Eurodollar Rate Loan may only be converted on such date and, subject to the expiration provisions of subsection 2.2B, shall have the Interest Period applicable specified in a written notice delivered by the Borrower to the Agent at least 3 days prior to such date or, if no such notice was timely delivered, the same Interest Period as the Eurodollar Rate Loan unless the Borrower shall pay all amounts due under Section 2.18 in connection with any to be made or continued on such conversion; or date and (ii) upon if any Base Rate Loan has been outstanding for 27 days, such Base Rate Loan shall be automatically converted into a Eurodollar Rate Loan on the 30th day after the making of such Loan and shall have the Interest Period specified in a written notice delivered by the Borrower to the Agent by the 27th day after the making of such Loan or, if no such notice was timely delivered, an Interest Period of one month. Notwithstanding anything to the contrary contained in this section 2.2, no Loan (other than Loans made pursuant to subsection 3.3B to reimburse an Issuing Lender) may be made as a Base Rate Loan during the period from December 24 of any year to and including January 7 of the next succeeding year. Upon the expiration of any Interest Period applicable to any a Eurodollar Rate Loan, to the Borrower shall continue all or any portion of such Loan equal to $500,000 and integral multiples of $100,000 in excess of that amount as a Eurodollar Rate Loan. (b) . The Borrower shall deliver a Conversion/Notice of Continuation Notice to the Administrative Agent no later than 10:00 a.m. A.M. (New York City time) at least one Business Day in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan) and at least three (3) Business Days in advance of the proposed conversion/continuation date for the applicable Eurodollar Rate Loan. A Notice of Continuation shall specify (i) the proposed continuation date (which shall be a Business Day), (ii) the amount of the Eurodollar Rate Loan to be continued, (iii) the requested Interest Period, and (iv) that no Potential Event of Default or Event of Default has occurred and is continuing. In lieu of delivering the above-described Notice of Continuation, the Borrower may give the Agent telephonic notice by the required time of any proposed continuation under this subsection 2.2D; PROVIDED, HOWEVER, that such notice shall be promptly confirmed in writing by delivery of a Notice of Continuation to the Agent on or before the proposed continuation date. Upon receipt of written or telephonic notice of any proposed continuation under this subsection 2.2D, the Agent shall promptly transmit such notice by telefacsimile or telephone to each Lender. Neither the Agent nor any Lender shall incur any liability to the Borrower or any of its Affiliates in acting upon any telephonic notice referred to above that Agent believes in good faith to have been given by a duly authorized officer or other person authorized to act on behalf of the Borrower or for otherwise acting in good faith under this subsection 2.2D, and upon continuation of the applicable basis for determining the interest rate with respect to any Loans in accordance with this Agreement pursuant to any such telephonic notice the Borrower shall have effected a continuation, as the case of a conversion tomay be, or a continuation of, a Eurodollar Rate Loan)hereunder. Except as otherwise provided hereinin subsections 2.2E, 2.6B and 2.6C, a Conversion/Notice of Continuation Notice for conversion to, or continuation of, any of a Eurodollar Rate Loans Loan (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date, and the Borrower shall be bound to effect a conversion or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice (or telephonic notice promptly confirmed in writing) of receipt of a Conversion/Continuation Notice and the matters covered by such Conversion/Continuation Notice.

Conversion/Continuation. (a) Subject to Section 2.18 Sections 2.07(c), 2.17 and 2.27 and so long as no Default or Event of Default shall have occurred and then be continuing, the Borrower Borrowers shall have the option: (i) to convert at any time all or any part of any Term Loan or Revolving Loan (other than Swing Line Loans, which shall at all times be Base Rate Loans) equal to $500,000 100,000 and integral multiples of $100,000 50,000 in excess of that amount from one Type of Loan to another Type of Loan; provided, that a Eurodollar Rate SOFR Loan may only be converted on the expiration of the Interest Period applicable to such Eurodollar Rate SOFR Loan unless the Borrower shall Borrowers pay all amounts due under Section 2.18 2.17 in connection with any such conversion; or (ii) upon the expiration of any Interest Period applicable to any Eurodollar Rate SOFR Loan, to continue all or any portion of such Loan equal to $500,000 100,000 and integral multiples of $100,000 50,000 in excess of that amount as a Eurodollar Rate SOFR Loan. (b) The Borrower Representative shall deliver a Conversion/Continuation Notice to the Administrative Agent no later than 10:00 a.m. (New York City time) 12:00 p.m. at least one (1) Business Day in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan) and at least three (3) Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or a continuation of, a Eurodollar Rate SOFR Loan). Except as otherwise provided herein, a Conversion/Continuation Notice for conversion to, or continuation of, any Eurodollar Rate SOFR Loans (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date, and the Borrower Borrowers shall be bound to effect a conversion or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice . (c) In the event Borrower Representative fails to specify between a Base Rate Loan or telephonic notice promptly confirmed a SOFR Loan in writing) of receipt of a Conversion/Continuation Notice and the matters covered by such applicable Conversion/Continuation Notice, such Loan (if outstanding as a SOFR Loan) will be automatically converted into a SOFR Loan with an Interest Period of one month on the last day of the then-current Interest Period for such Loan (or if outstanding as a Base Rate Loan will remain as a Base Rate Loan). In the event Borrower Representative fails to specify an Interest Period for any SOFR Loan in the applicable Conversion/Continuation Notice, Borrower Representative shall be deemed to have selected an Interest Period of one month. (d) During the existence of an Event of Default, no Loans may be converted to or continued as SOFR Loans without the consent of the Requisite Lenders.

Conversion/Continuation. (a) Subject to Section 2.18 and and, in the case of conversions to or continuations of Eurocurrency Rate Loans denominated in Dollars or Canadian Dollars, so long as no Default or Event of Default shall have occurred and then be continuing, the Borrower shall have the option: (i) subject to the limitations set forth in Section 2.2(b)(v), to convert at any time all or any part of any Term Loan or Revolving Loan equal to $500,000 the Borrowing Minimum and integral multiples of $100,000 the Borrowing Multiple in excess of that amount from one Type of Loan to another Type of Loan; provided, provided that (x) a Eurodollar Eurocurrency Rate Loan may only be converted on the expiration of the Interest Period applicable to such Eurodollar Eurocurrency Rate Loan unless the Borrower shall pay all amounts due under Section 2.18 in connection with any such conversionconversion and (y) a Loan denominated in one currency may not be converted into a Loan denominated in a different currency; or (ii) upon the expiration of any Interest Period applicable to any Eurodollar Eurocurrency Rate Loan, to continue all or any portion of such Loan equal to $500,000 the Borrowing Minimum and integral multiples of $100,000 the Borrowing Multiple in excess of that amount as a Eurodollar Eurocurrency Rate Loan; provided that a Loan denominated in one currency may not be continued as a Loan denominated in a different currency. (b) The Subject to Section 3.2(b), Borrower shall deliver a Conversion/Continuation Notice to the Administrative Agent no later than 10:00 a.m. (New York City timeby the time that a Funding Notice would be required under Section 2.2(b)(ii) at least one Business Day in advance if Borrower were requesting a borrowing of Revolving Loans of the proposed conversion date (in the case Type of a conversion to a Base Rate Loan) and at least three (3) Business Days in advance of the proposed conversionLoan resulting from such Conversion/continuation date (in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan)Continuation Notice. Except as otherwise provided herein, a Conversion/Continuation Notice for conversion to, or continuation of, any Eurodollar Eurocurrency Rate Loans shall be irrevocable on and after the related Interest Rate Determination Date, and the Borrower shall be bound to effect a conversion or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice (If on any day a Loan is outstanding with respect to which a Funding Notice or telephonic notice promptly confirmed in writing) of receipt of a Conversion/Continuation Notice has not been delivered to Administrative Agent in accordance with the terms hereof specifying the applicable basis for determining the rate of interest, then for that day such Loan shall be (i) if such Loan is denominated in Dollars, a Base Rate Loan, (ii) if such Loan is denominated in Canadian Dollars, a CPR Loan and the matters covered by (iii) if such Conversion/Continuation NoticeLoan is denominated in an Alternative Currency (other than Canadian Dollars), a Eurocurrency Rate Loan having an Interest Period of one month.

Conversion/Continuation. (a) Subject to Section 2.18 2.15 and so long as no Default or Event of Default shall have occurred and then be continuing, the Borrower shall have the option: (i) to convert at any time all or any part of any Term Loan or Revolving Loan equal to $500,000 5,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount from one Type of Loan to another Type of Loan; provided, provided that a Eurodollar Rate Loan may only be converted on the expiration of the Interest Period applicable to such Eurodollar Rate Loan unless the Borrower shall pay all amounts due under Section 2.18 2.15 in connection with any such conversion; or (ii) upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any portion of such Loan equal to $500,000 5,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount as a Eurodollar Rate Loan. (b) The Borrower shall deliver a Conversion/Continuation Notice to the Administrative Agent Agents no later than 10:00 a.m. (New York City time) at least one Business Day in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan) and at least three (3) Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan). Except as otherwise provided herein, a Conversion/Continuation Notice for conversion to, or continuation of, any Eurodollar Rate Loans shall be irrevocable on and after the related Interest Rate Determination Date, and the Borrower shall be bound to effect a conversion or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice (or telephonic notice promptly confirmed in writing) of receipt of If on any day a Conversion/Continuation Notice and has been delivered to the matters covered by such Administrative Agent but no Interest Period has been selected, it shall be an Interest Period of one month. If on any day a Loan is outstanding with respect to which a Funding Notice or Conversion/Continuation NoticeNotice has not been delivered to the Agents in accordance with the terms hereof specifying the applicable basis for determining the rate of interest, then that Loan shall be a Eurodollar Rate Loan with an Interest Period of one month.

Conversion/Continuation. (a) Subject to Section 2.18 and so long as no Default or Event of Default shall have occurred and then be continuing, the Borrower Company shall have the option: option (ia) to convert at any time all or any part of any Term Class of Loans from one Type of Loan or Revolving Loan equal to another Type of Loan, provided, that partial conversions of Base Rate Loans shall be in the aggregate principal amount of $500,000 1,000,000 and integral multiples of $100,000 in excess of that amount from one Type and the aggregate principal amount of Loan to another Type of Loan; provided, that a the resulting Eurodollar Rate Loan may only be converted on the expiration Loans outstanding in respect of the any one (1) Interest Period applicable to such Eurodollar Rate Loan unless the Borrower shall pay all amounts due under Section 2.18 be at least $2,000,000 and integral multiples of $1,000,000 in connection with any such conversionexcess of that amount; or or (iiB) upon the expiration of any Interest Period applicable to any a Eurodollar Rate Loan, to continue all or any portion of such Loan equal to $500,000 and integral multiples of $100,000 in excess of that amount as a Eurodollar Rate Loan. ; provided, (b1) The Borrower a Eurodollar Rate Loan may only be converted into a Base Rate Loan on the expiration date of an Interest Period applicable thereto and (2) the aggregate principal amount of the resulting Eurodollar Rate Loans outstanding in respect of any one Interest Period shall be at least $2,000,000 and integral CREDIT AND GUARANTY AGREEMENT EXECUTION 824610-New York Server 7A multiples of $1,000,000 in excess of that amount. Company shall deliver a Conversion/Continuation Notice to the Administrative Agent no later than 10:00 a.m. (New York City time) at least one (1) Business Day in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan) and at least three (3) Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan). Except as otherwise provided herein, a Conversion/Continuation Notice for conversion to, or continuation of, any a Eurodollar Rate Loans Loan (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date, and the Borrower Company shall be bound to effect a conversion or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice After the occurrence of and during the continuation of an Event of Default, unless the Requisite Lenders otherwise consent, (i) Company may not elect to have a Loan be made or telephonic notice promptly confirmed maintained as, or converted to, a Eurodollar Rate Loan after the expiration of any Interest Period then in writingeffect for that Loan; and (ii) of receipt of a any Funding Notice or Conversion/Continuation Notice and the matters covered given by such ConversionCompany with respect to a requested borrowing or conversion/Continuation Noticecontinuation that has not yet occurred shall be deemed to be rescinded by Company.

Conversion/Continuation. (a) Subject to Section 2.18 2.17 and so long as no Default or Event of Default shall have occurred and then be continuing, the Borrower shall have the option: (i) to convert at any time all or any part of any Term Loan or Revolving Loan equal to $500,000 5,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount from one Type of Loan to another Type of Loan; provided, that a Eurodollar Rate Loan may only be converted into a Base Rate Loan on the expiration of the Interest Period applicable to such Eurodollar Rate Loan unless the Borrower shall pay all amounts due under Section 2.18 2.17 in connection with any such conversion; or (ii) upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any portion of such Loan equal to $500,000 5,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount as a Eurodollar Rate Loan. (b) The Borrower shall deliver a Conversion/Continuation Notice to the Administrative Agent telephonic notice no later than 10:00 a.m. 12:00 noon (New York City time) ), followed by a Conversion/Continuation Notice, at least one Business Day in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan) and at least three (3) Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan). Except as otherwise provided herein, any such telephonic notice and/or a Conversion/Continuation Notice for conversion to, or continuation of, any Eurodollar Rate Loans (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date, and the Borrower shall be bound to effect a conversion or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice (or telephonic notice promptly confirmed in writing) Notice of receipt of a each Conversion/Continuation Notice in respect of Loans, together with the amount of each Lender's Pro Rata Share thereof, if any, together with the applicable interest rate and Interest Period, shall be provided by Administrative Agent to each 62 70 applicable Lender by telefacsimile with reasonable promptness, but not later than 2:00 PM (New York City time) on the matters covered by same day as Administrative Agent's receipt of such Conversion/Continuation NoticeNotice from Borrower.

Conversion/Continuation. (a) Subject to Section 2.18 and so long as no Default or Event of Default shall have occurred and then be continuing2.18, the Borrower shall have the option: (i) to convert at any time all or any part of any Term Loan or Revolving Loan equal to $500,000 5,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount from one Type of Loan to another Type of Loan; provided, that a Eurodollar Rate Loan may only be converted on the expiration of the Interest Period applicable to such Eurodollar Rate Loan unless the Borrower shall pay all amounts due under Section 2.18 in connection with any such conversion; or (ii) upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any portion of such Loan equal to $500,000 5,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount as a Eurodollar Rate Loan. (b) The Subject to Section 2.24, Borrower shall deliver a Conversion/Continuation Notice to the Administrative Agent no later than 10:00 a.m. 12:00 p.m. (New York City time) at least one Business Day in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan) and at least three (3) Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan). Except as otherwise provided herein, a Conversion/Continuation Notice for conversion to, or continuation of, any Eurodollar Rate Loans shall be irrevocable on and after the related Interest Rate Determination Date, and the Borrower shall be bound to effect a conversion or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice (If on any day a Loan is outstanding with respect to which a Funding Notice or telephonic notice promptly confirmed in writing) of receipt of a Conversion/Continuation Notice has not been delivered to Administrative Agent in accordance with the terms hereof specifying the applicable basis for determining the rate of interest, then for that day such Loan shall be a Base Rate Loan. (c) Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the matters covered by such Conversion/Continuation NoticeAdministrative Agent, at the request of the Requisite Lenders, so notifies Borrower, then, so long as an Event of Default is continuing (i) no outstanding Loan may be converted to or continued as a Eurodollar Rate Loan and (ii) unless repaid, each Eurodollar Rate Loan shall be converted to a Base Rate Loan at the end of the then current Interest Period applicable thereto.

Conversion/Continuation. (a) Subject Company may on any Business Day, upon notice given to Section 2.18 and so long as no Default or Event of Default shall have occurred and then be continuing, the Borrower shall have the option: Administrative Agent not later than (i) to convert at any time all or any part of any Term Loan or Revolving Loan equal to $500,000 and integral multiples of $100,000 in excess of that amount from one Type of Loan to another Type of Loan; provided, that a Eurodollar Rate Loan may only be converted on the expiration of the Interest Period applicable to such Eurodollar Rate Loan unless the Borrower shall pay all amounts due under Section 2.18 in connection with any such conversion; or (ii) upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any portion of such Loan equal to $500,000 and integral multiples of $100,000 in excess of that amount as a Eurodollar Rate Loan. (b) The Borrower shall deliver a Conversion/Continuation Notice to the Administrative Agent no later than 10:00 a.m. 11:00 A.M. (New York City time) at least one on the same Business Day in advance as the date of the proposed conversion date (Conversion in the case of a conversion to a Conversion of Eurocurrency Rate Loans into Base Rate LoanLoans, and (ii) and at least three 1:00 P.M. (3New York City time) on the third Business Days in advance Day prior to the date of the proposed conversion/continuation date (Conversion in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan). Except as otherwise provided herein, a Conversion/Continuation Notice for conversion to, or continuation of, any Eurodollar Conversion of Base Rate Loans into Eurocurrency Rate Loans or of Eurocurrency Rate Loans of one Interest Period into Eurocurrency Rate Loans of another Interest Period or the continuation of Eurocurrency Rate Loans as Eurocurrency Rate Loans with the same Interest Period, as the case may be, and subject to the provisions of Sections 2.7, and 2.13, Convert all Loans of one Type comprising the same Revolving Credit Borrowing into Loans of the other Type; provided, however, that any Conversion of any Eurocurrency Rate Loans into Base Rate Loans or into Eurocurrency Rate Loans of another Interest Period shall be irrevocable on and after the related Interest Rate Determination Datemade on, and only on, the Borrower shall be bound to effect last day of an Interest Period for such Eurocurrency Rate Loans. Promptly upon receipt from Company of a conversion or continuation in accordance therewith. The notice of a proposed Conversion hereunder, Administrative Agent shall promptly give notice of such proposed Conversion to each Lender written Lender. Each such notice (or telephonic notice promptly confirmed in writing) of receipt of a Conversion/Continuation Notice Conversion shall, within the restrictions set forth above, specify (x) the date of such Conversion (which shall be a Business Day), (y) the Loans to be Converted, and (z) if such Conversion is into Eurocurrency Rate Loans, the matters covered duration of the initial Interest Period for each such Loan. Company may Convert all Eurocurrency Rate Loans of any one Lender into Base Rate Loans of such Lender in accordance with the provisions of Section 2.13 by complying with the procedures set forth therein and in this Section 2.8 as though each reference in this Section 2.8 to Loans of any Type was to such Conversion/Continuation NoticeLoans of such Lender. Each such notice of Conversion shall, subject to the provisions of Sections 2.7 and 2.13, be irrevocable and binding on Company.

Conversion/Continuation. (a) Subject Company may on any Business Day, upon notice given to Section 2.18 and so long as no Default or Event of Default shall have occurred and then be continuing, the Borrower shall have the option: Administrative Agent not later than (i) to convert at any time all or any part of any Term Loan or Revolving Loan equal to $500,000 and integral multiples of $100,000 in excess of that amount from one Type of Loan to another Type of Loan; provided, that a Eurodollar Rate Loan may only be converted on the expiration of the Interest Period applicable to such Eurodollar Rate Loan unless the Borrower shall pay all amounts due under Section 2.18 in connection with any such conversion; or (ii) upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any portion of such Loan equal to $500,000 and integral multiples of $100,000 in excess of that amount as a Eurodollar Rate Loan. (b) The Borrower shall deliver a Conversion/Continuation Notice to the Administrative Agent no later than 10:00 a.m. 11:00 A.M. (New York City time) at least one on the same Business Day in advance as the date of the proposed conversion date (Conversion in the case of a conversion to a Conversion of Eurocurrency Rate Loans into Base Rate LoanLoans, and (ii) and at least three 1:00 P.M. (3New York City time) on the third Business Days in advance Day prior to the date of the proposed conversion/continuation date (Conversion in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan). Except as otherwise provided herein, a Conversion/Continuation Notice for conversion to, or continuation of, any Eurodollar Conversion of Base Rate Loans into Eurocurrency Rate Loans or of Eurocurrency Rate Loans of one Interest Period into Eurocurrency Rate Loans of another Interest Period or the continuation of Eurocurrency Rate Loans as Eurocurrency Rate Loans with the same Interest Period, as the case may be, and subject to the provisions of Sections 2.7, 2.14 and 2.15, Convert all Loans of one Type comprising the same Revolving Credit Borrowing into Loans of the other Type; provided, however, that any Conversion of any Eurocurrency Rate Loans into Base Rate Loans or into Eurocurrency Rate Loans of another Interest Period shall be irrevocable on and after the related Interest Rate Determination Datemade on, and only on, the Borrower shall be bound to effect last day of an Interest Period for such Eurocurrency Rate Loans. Promptly upon receipt from Company of a conversion or continuation in accordance therewith. The notice of a proposed Conversion hereunder, Administrative Agent shall promptly give notice of such proposed Conversion to each Lender written Lender. Each such notice (or telephonic notice promptly confirmed in writing) of receipt of a Conversion/Continuation Notice Conversion shall, within the restrictions set forth above, specify (x) the date of such Conversion (which shall be a Business Day), (y) the Loans to be Converted, and (z) if such Conversion is into Eurocurrency Rate Loans, the matters covered duration of the initial Interest Period for each such Loan. Company may Convert all Eurocurrency Rate Loans of any one Lender into Base Rate Loans of such Lender in accordance with the provisions of Section 2.14 by complying with the procedures set forth therein and in this Section 2.8 as though each reference in this Section 2.8 to Loans of any Type was to such Conversion/Continuation NoticeLoans of such Lender. Each such notice of Conversion shall, subject to the provisions of Sections 2.7 and 2.14, be irrevocable and binding on Company.

Conversion/Continuation. (a) Subject to Section 2.18 and so So long as no Default or Event of Default shall have has occurred and then be is continuing, the Borrower shall have the option: option to (i) to convert at any time all or any part of the outstanding Loans from Index Rate Loans to LIBOR Loans, (ii) convert any Term Loan or Revolving Loan equal to $500,000 and integral multiples of $100,000 in excess of that amount from one Type of LIBOR Loan to another Type an Index Rate Loan, subject to payment of Loan; provided, that a Eurodollar Rate Loan may only be converted on LIBOR breakage costs in accordance with Section 2.9(d) if such conversion is made prior to the expiration of the Interest LIBOR Period applicable to such Eurodollar Rate Loan unless the Borrower shall pay all amounts due under Section 2.18 in connection with any such conversion; or thereto, or (iiiii) upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any portion of such any Loan equal as a LIBOR Loan upon the expiration of the applicable LIBOR Period, and the succeeding LIBOR Period of that continued Loan shall commence on the first day after the last day of the LIBOR Period of the Loan to be continued. Any Loan or group of Loans having the same proposed LIBOR Period to be made or continued as, or converted into, a LIBOR Loan must be in a minimum amount of $500,000 5,000,000 and integral multiples of $100,000 1,000,000 in excess of such amount. Any such election must be made by 11:00 a.m. (New York time) on the third Business Day prior to (1) the date of any proposed Loan which is to bear interest at the LIBOR Rate, (2) the end of each LIBOR Period with respect to any LIBOR Loans to be continued as such, or (3) the date on which the Borrower wishes to convert any Index Rate Loan to a LIBOR Loan for a LIBOR Period designated by the Borrower in such election. If no election is received with respect to a LIBOR Loan by 11:00 a.m. (New York time) on the third Business Day prior to the end of the LIBOR Period with respect thereto (or if an Event of Default has occurred and is continuing), that amount as a Eurodollar LIBOR Loan shall be converted to an Index Rate Loan. (b) Loan at the end of its LIBOR Period. The Borrower shall deliver a Conversion/Continuation Notice must make such election by notice to the Administrative Agent no later than 10:00 a.m. (New York City time) at least one Business Day in advance of the proposed conversion date (in writing, by telecopy or overnight courier. In the case of a any conversion or continuation, such election must be made pursuant to a Base Rate Loanwritten notice (a "Notice of Conversion/Continuation") and at least three in the form of Exhibit L. No Loan may be made as or converted into a LIBOR Loan until after five (35) Business Days in advance following the Effective Date (unless otherwise agreed by the Administrative Agent) and, until the earlier of ninety (90) days following the Closing Date and completion of primary syndication of the proposed conversion/continuation date (in Loans as determined by the case Administrative Agent, no Loan may be converted into or continued as a LIBOR Loan that has an interest period of a conversion to, or a continuation of, a Eurodollar Rate Loan). Except as otherwise provided herein, a Conversion/Continuation Notice for conversion to, or continuation of, any Eurodollar Rate Loans shall be irrevocable on and after the related Interest Rate Determination Date, and the Borrower shall be bound to effect a conversion or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice (or telephonic notice promptly confirmed in writing) of receipt of a Conversion/Continuation Notice and the matters covered by such Conversion/Continuation Noticemore than one month.

Conversion/Continuation. (a) Subject Each conversion of Loans from one Type to Section 2.18 another, and so long as no Default each continuation of Eurodollar Rate Loans or Event CDOR Rate Loans shall be made upon the applicable Borrower’s irrevocable notice to the Administrative Agent, which may only be given in writing. Each such notice must be received by the Administrative Agent not later than 1:00 p.m. one Business Day prior to the date of Default shall have occurred any conversion of Eurodollar Rate Loans to Base Rate Loans or CDOR Rate Loans to Canadian Prime Rate Loans and then be continuing, not later than 1:00 p.m. three Business Days prior to the Borrower shall have the option: (i) to convert at requested date of continuation of any time all Eurodollar Rate Loans or CDOR Rate Loans or any part conversion of any Term Loan Base Rate Loans to Eurodollar Rate Loans or Revolving Loan equal Canadian Prime Rate Loans to CDOR Rate Loans. Each notice by a Borrower pursuant to this Section 2.05(a) must be delivered to the Administrative Agent in the form of a Conversion/Continuation Notice, appropriately completed and signed by a Responsible Officer of such Borrower. Each conversion to or continuation of Eurodollar Rate Loans shall be in a principal amount of $500,000 and integral multiples 1,000,000 or a whole multiple of $100,000 in excess thereof. Each conversion to or continuation of that CDOR Rate Loans shall be in a principal amount from one Type of Loan Cdn.$1,000,000 or a whole multiple of Cdn.$100,000 in excess thereof. Each conversion to another Type Base Rate Loans shall be in a principal amount of Loan; provided, that a Eurodollar Rate Loan may only be converted on the expiration of the Interest Period applicable to such Eurodollar Rate Loan unless the Borrower shall pay all amounts due under Section 2.18 in connection with any such conversion; or (ii) upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any portion of such Loan equal to $500,000 and integral multiples or a whole multiple of $100,000 in excess thereof. Each conversion to Canadian Prime Rate Loans shall be in a principal amount of that amount as Cdn.$500,000 or a whole multiple of Cdn.$100,000 in excess thereof. Each Conversion/Continuation Notice shall specify (i) whether the applicable Borrower is requesting a conversion of Loans from one Type to the other, or a continuation of Eurodollar Rate LoanLoans or CDOR Rate Loans, (ii) the requested date of the conversion or continuation, as the case may be (which shall be a Business Day), (iii) the principal amount and currency of Loans to be converted or continued, (iv) the Class of Loans to be converted or continued, (v) the Type of Loans to which such existing Loans are to be converted, if applicable, and (vi) if applicable, the duration of the Interest Period with respect thereto. If with respect to any Eurodollar Rate Loans or CDOR Rate Loans, the applicable Borrower fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be converted to Base Rate Loans or Canadian Prime Rate Loans, as applicable. Any such automatic conversion or continuation pursuant to the immediately preceding sentence shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurodollar Rate Loans or CDOR Rate Loans, as applicable. If the applicable Borrower requests a conversion to, or continuation of Eurodollar Rate Loans or CDOR Rate Loans in any such Conversion/Continuation Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. (b) The Borrower shall deliver Following receipt of a Conversion/Continuation Notice to Notice, the Administrative Agent no later than 10:00 a.m. (New York City time) at least one Business Day in advance shall promptly notify each applicable Lender of its Pro Rata Share of the proposed conversion date (in the case applicable Class of Loans, and if no timely notice of a conversion or continuation is provided by the applicable Borrower, the Administrative Agent shall notify each Lender of the details of any automatic conversion to a Base Rate Loan) and at least three (3) Business Days in advance of the proposed conversion/continuation date (in the case of a conversion toLoans or Canadian Prime Rate Loans, as applicable, or a continuation of, a Eurodollar Rate Loanof Loans described in Section 2.05(a). . (c) Except as otherwise provided herein, a Conversion/Continuation Notice Eurodollar Rate Loan or CDOR Rate Loan may be continued or converted only on the last day of an Interest Period for conversion tosuch Eurodollar Rate Loan or CDOR Rate Loan. Upon the occurrence and during the continuation of an Event of Default, the Administrative Agent or continuation of, any the Required Lenders may require by notice to the Borrowers that no Loans denominated in Dollars may be converted to or continued as Eurodollar Rate Loans shall and no loans denominated in Canadian Dollars may be irrevocable on and after the related Interest converted to or continued as CDOR Rate Determination Date, and the Borrower shall be bound to effect a conversion or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice (or telephonic notice promptly confirmed in writing) of receipt of a Conversion/Continuation Notice and the matters covered by such Conversion/Continuation NoticeLoans.

Conversion/Continuation. (a) Subject to Section 2.18 2.15 and so long as no Default or Event of Default shall have occurred and then be continuing, the . (i) The Borrower shall have the option: (i) option to convert at any time all or any part of any Revolving Loans or any Initial Term Loan or Revolving Loan Loan, in each case, equal to $500,000 and integral multiples of $100,000 in excess of that amount from or greater than [REDACTED – Dollar Amount]from one Type of Loan to another Type of Loan; provided, that a Eurodollar Eurocurrency Rate Loan or Bankers’ Acceptance Loan, as applicable, may only be converted on the expiration of the Interest Period or BA Period applicable to such Eurodollar Rate Loan thereto unless the Borrower shall pay all amounts due under Section 2.18 2.15 in connection with any such conversion; or (ii) Borrower shall have the option upon the expiration of any Interest Period or BA Period applicable to any Eurodollar Eurocurrency Rate Loan or Bankers’ Acceptance Loan, to continue all or any portion of such Loan equal to $500,000 and integral multiples of $100,000 or greater than [REDACTED – Dollar Amount]as a Eurocurrency Rate Loan or Bankers’ Acceptance Loan; provided, that, in excess of that amount as each case, no such continuation or conversion shall be made in a Eurodollar Rate Loandifferent currency than the subject Borrowing. (b) The Subject to Section 3.2(b), the Borrower shall deliver a Conversion/Continuation Notice to the Administrative Agent no later than 10:00 a.m. (New York City time) at least one Business Day [REDACTED – Time Period] in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan or Canadian Prime Rate Loan) and at least three (3) Business Days in advance ), [REDACTED – Time Period] of the proposed conversion/continuation date (in the case of a conversion to, or a continuation of, a Eurodollar Eurocurrency Rate Loan or Bankers’ Acceptance Loan)) and in the case of an election to convert to or continue as a Eurocurrency Rate Loan in a Designated Foreign Currency, [REDACTED – Time Period] of the proposed conversion or continuation. Except as otherwise provided herein, a Conversion/Continuation Notice for conversion toto (solely with respect to Initial Term Loans), or continuation of, any Eurodollar Eurocurrency Rate Loans shall be irrevocable on and after 9:00 a.m. (New York City time) on the related Interest Rate Determination Date, Date and the Borrower shall be bound to effect a conversion or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice (If on any day a Loan is outstanding with respect to which a Funding Notice or telephonic notice promptly confirmed in writing) of receipt of a Conversion/Continuation Notice and has not been delivered to Administrative Agent in accordance with the matters covered by terms hereof specifying the applicable basis for determining the rate of interest, then for that day such Conversion/Continuation NoticeLoan shall be a Base Rate Loan or Canadian Prime Rate Loan, as applicable (or in the case of a Designated Alternate Foreign Currency Loan, a Borrowing in the applicable currency bearing interest at the Designated Foreign Currency Alternate Rate).

Conversion/Continuation. (a1) Subject to Section 2.18 Article III hereof, and so long as no Default or Event of Default shall have occurred and then be continuing, the Borrower shall have the option: (i) to convert at any time all or any part of any Term Loan or Revolving Loan equal to $500,000 2,000,000 and integral multiples of $100,000 500,000 in excess of that amount from one Type of Loan to another Type of Loan; provided, that a Eurodollar Rate Loan may only be converted on the expiration of the Interest Period applicable to such Eurodollar Rate Loan unless the Borrower shall pay all amounts due under Section 2.18 3.04 in connection with any such conversion; or (ii) upon the expiration of any Interest Period applicable to any Eurodollar Rate Loan, to continue all or any portion of such Loan equal to $500,000 2,000,000 and integral multiples of $100,000 500,000 in excess of that amount as a Eurodollar Rate Loan. In the event any Loan shall have been converted or continued in accordance with this Section 2.06 in part, such conversion or continuation shall be allocated ratably, in accordance with their Pro Rata Shares, among the Lenders holding the Loans comprising such Loan, and the Loans comprising each part of such Loan resulting from such conversion or continuation shall be considered a separate Loan. This Section 2.06 shall not apply to Swing Line Loans or Protective Advances, which may not be converted or continued. (b2) The Borrower shall deliver a Conversion/Continuation Notice to the Administrative Agent no later than 10:00 10:0011:00 a.m. (New York City time) at least one Business Day in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan) and at least three (3) Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or a continuation of, a Eurodollar Rate Loan). Except as otherwise provided herein, a Conversion/Continuation Notice for conversion to, or continuation of, any Eurodollar Rate Loans shall be irrevocable on and after the related Interest Rate Determination Date, and the Borrower shall be bound to effect a conversion or continuation in accordance therewith. The Administrative Agent shall promptly give each Lender written notice (If on any day a Loan is outstanding with 143 respect to which a Funding Notice or telephonic notice promptly confirmed in writing) of receipt of a Conversion/Continuation Notice and has not been delivered to Administrative Agent in accordance with the matters covered by terms hereof specifying the applicable basis for determining the rate of interest, then for that day such Conversion/Continuation NoticeLoan shall be a Base Rate Loan.