Conversion of Revolving Loans. Subject to Section 2.13, the Borrower may convert any Revolving Loan Borrowing from one Type of Revolving Loan Borrowing to the other Type; provided, however, that no Base Rate Loan may be converted into a LIBOR Loan during the continuance of an Event of Default. The Borrower shall request such a conversion by an irrevocable written notice to the Administrative Agent in the form of Exhibit B, duly executed by a Responsible Officer of the Borrower and appropriately completed (a "Notice of Revolving Loan Conversion"), which specifies, among other things:
(i) The Revolving Loan Borrowing which is to be converted;
(ii) The Type of Revolving Loan Borrowing into which such Revolving Loan Borrowing is to be converted;
(iii) If such Revolving Loan Borrowing is to be converted into a Revolving Loan Borrowing consisting of LIBOR Loans, the initial Interest Period selected by the Borrower for such LIBOR Loans in accordance with Section 2.01(e); and
(iv) The date of the requested conversion, which shall be a Business Day. The Borrower shall give each Notice of Revolving Loan Conversion to the Administrative Agent not later than 10:00 a.m. at least three (3) Business Days before the date of the requested conversion. Each Notice of Revolving Loan Conversion shall be delivered by first-class mail or facsimile to the Administrative Agent at the office or to the facsimile number specified in Section 8.01. The Borrower may provide the Administrative Agent with telephonic notice of its intention to submit a Notice of Revolving Loan Conversion; provided, however, that no Notice of Revolving Loan Conversion shall be deemed effective until received by first-class mail or facsimile in accordance with the immediately preceding sentence. The Administrative Agent shall promptly notify each Lender of the contents of each Notice of Revolving Loan Conversion.
Conversion of Revolving Loans. Subject to Section 3.5, the Borrower may convert any Revolving Loan Borrowing from one Type of Revolving Loan Borrowing to the other Type; provided that no Base Rate Revolving Loan may be converted into a LIBOR Revolving Loan after the occurrence and during the continuance of an Event of Default; provided, further, that any conversion of a LIBOR Revolving Loan on any day other than the last day of the Interest Period therefor shall be subject to the payments required under Section 3.5. To request a conversion of a Revolving Loan Borrowing, the Borrower shall deliver to the Administrative Agent a Notice of Revolving Loan Conversion in the form of Exhibit B-2, appropriately completed and duly executed by a Responsible Officer of the Borrower, which Notice of Revolving Loan Conversion shall specify:
(i) the Revolving Loan Borrowing which is to be converted;
(ii) the Type of Revolving Loan Borrowing into which such Revolving Loan Borrowing is to be converted; and
(iii) the proposed date of the requested conversion, which shall be a Business Day. Each Notice of Revolving Loan Conversion must be received by the Revolving Loan Lender (with a copy thereof to the Administrative Agent) not later than 11:00 a.m., New York City time, three (3) Business Days before the date of the requested conversion (one (1) Business Day before the date of conversion, in the case of a conversion to a Base Rate Revolving Loan).
Conversion of Revolving Loans. Borrow may convert all or any portion of the outstanding Revolving Loans to a loan with a fixed rate of interest pursuant to an interest rate swap agreement or other similar agreement that has terms and conditions acceptable to the Bank. The effective fixed rate offered by the Bank will be based upon market conditions on the date of the closing of any swap. Borrower may, at any time, prepay all or any portion of such a converted loan, without premium or penalty; if Borrower prepays any such loan, Borrower shall pay all fees and expenses associated with unwinding any interest rate swap.
Conversion of Revolving Loans. (1) The Borrower may elect from time to time to convert Revolving Loans outstanding: (i) as Eurocurrency Rate Loans to Prime Rate Loans by giving the Administrative Agent irrevocable written notice written (or telephonic notice confirmed in writing no later than the date such Loan is to be converted) of such election no later than 11:00 a.m. (Pacific time) on the last day of the Interest Period for such Eurocurrency Rate Loan or (ii) as Prime Rate Loans to Eurocurrency Rate Loans denominated in Dollars by giving the Administrative Agent irrevocable notice of such election no later than 11:00 a.m. (Pacific time) on the second Business Day preceding the proposed conversion date
(2) Upon conversion of Revolving Loans that are outstanding as Prime Rate Loans to Eurocurrency Rate Loans, the principal amount of each such Eurocurrency Rate Loans shall be in the minimum amount of $1,000,000 and in increments of $100,000 in excess thereof, and upon conversion of Revolving Loans that are outstanding as Eurocurrency Rate Loans to Prime Rate Loans, the principal amount of Prime Rate Loans outstanding shall be in a minimum amount of $250,000 and in increments of $100,000 in excess thereof.
(3) Any conversion of Eurocurrency Rate Loans into Prime Rate Loans pursuant to this Paragraph 3(b) may only be made on the last day of the applicable Interest Period;
(4) No Prime Rate Loan may be converted into a Eurocurrency Rate Loan if an Event of Default or Potential Default has occurred and is continuing as of the requested conversion date.
(5) All or any part of outstanding Revolving Loans may be converted as provided herein, provided that partial conversions shall be in an amount not less than the amount required by this Agreement.
Conversion of Revolving Loans. 4 ARTICLE 4 TYPES OF LOANS, DISBURSEMENTS, INTEREST, PAYMENTS..............................................4 4.1
Conversion of Revolving Loans. Any Revolving Loans that remain outstanding on the last day of the Revolving Period shall automatically and without further act be converted to Term Loans on such date and the aggregate principal amount of the Term Loans resulting from such conversion shall be due and payable on the Maturity Date.
Conversion of Revolving Loans. Borrower may convert any Borrowing from one Type of Borrowing to the other Type. Borrower shall request such a conversion by an irrevocable written notice to Agent in the form of Exhibit B, appropriately completed (a "Notice of Conversion"), which specifies, among other things:
(i) The Borrowing which is to be converted;
(ii) The Type of Revolving Loans into which such Revolving Loans are to be converted;
(iii) If such Borrowing is to be converted into a Borrowing consisting of LIBOR Loans, the initial Interest Period selected by Borrower for such Revolving Loans in accordance with Subparagraph 2.01(e); and
(iv) The date of the requested conversion, which shall be a Business Day.
Conversion of Revolving Loans. Borrower may elect from time to time, subject to the provisions of this Agreement, to convert any outstanding Revolving Loan, or a portion or portions thereof, into a Revolving Loan of another available Type by giving Bank not less than two (2) Business Days’ prior irrevocable written notice of such election, provided that any such conversion of a LIBOR Loan to a Prime Rate Loan may only be made on the last Business Day of an Interest Period with respect thereto. Any such notice of conversion to a LIBOR Loan shall specify the amount of the Revolving Loan being converted and, in the case of a conversion to a LIBOR Loan, the length of the initial available Interest Period. All or any part of outstanding Revolving Loans may be converted as provided herein, provided that no Prime Rate Loan may be converted to a LIBOR Loan: (a) at a time when any Event of Default has occurred and is continuing, or (b) in the event a LIBOR Loan is unavailable pursuant to Sections 4.1 or 4.3 hereof. Borrower shall have no ability to convert all or any portion of the Term Loan to a Prime Rate Loan.
Conversion of Revolving Loans. If in any quarter through the first quarter of 2001 Borrower's Consolidated EBITDA is less than the minimum amount required under the Credit Agreement (after giving effect to the Third Amendment), then a portion of the outstanding Revolving Loans automatically will be converted into, and added to the principal of, the Term Loan effective as of the last day of such quarter (the principal balance of the amount so converted hereafter referred to as a "Converted Loan"). The amount to be converted for each quarter will be equal to the difference between (i) Borrower's projected EBITDA for the 12-month period ending on the last day of that quarter, as set forth below: Projected Quarter EBITDA ------- ------ Fourth 1999 $30,190,000 First 2000 30,570,000 Second 2000 30,240,000 Third 2000 39,940,000 Fourth 2000 54,930,000 First 2001 67,980,000 and (ii) Borrower's actual Consolidated EBITDA for the same 12-month period. If the outstanding balance of the Revolving Loans is less than the amount to be converted, Borrower shall borrow, and SIMA shall lend, additional Revolving Loans until the full amount required to be converted has been converted or the SIMA Commitment from SIMA been fully funded and remains outstanding. SIMA shall endorse on the schedule attached to the Term Note the amount of each Converted Loan made by it hereunder and the amount of any payments or prepayments received by it in respect of principal or interest on each such Converted Loan. Any such endorsement shall constitute conclusive evidence of the accuracy of the information so recorded, absent manifest error. SIMA's failure to make any such notation shall not affect the obligation of Borrower to repay the unpaid principal amount of and all accrued interest on the Converted Loans. The SIMA Commitment shall be permanently reduced by the principal amount of each Converted Loan added to the principal of the Term Loan.
Conversion of Revolving Loans. On the Restatement Effective Date, upon the effectiveness of the Restated Credit Agreement pursuant to Section 1, Revolving Loans outstanding under the Existing Credit Agreement in an aggregate principal amount of $62,500,000 shall be automatically converted into an equivalent amount of Tranche R Term Loans. Such conversion shall be deemed to permanently reduce the Revolving Commitments in an amount equal to $62,500,000 and shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitments. The Borrower shall elect, by notice to the Administrative Agent on or prior to the Restatement Effective Date, which outstanding Revolving Borrowing or Revolving Borrowings (or portion thereof) shall be so converted. Such conversion shall not affect accrual interest on any Borrowing or Borrowings so converted or terminate any Interest Period in effect at the time.
