Common use of Conversions and Continuations Clause in Contracts

Conversions and Continuations. In order to elect to Convert or continue Advances comprising part of the same Borrowing under this Section, the Borrower shall deliver an irrevocable Notice of Conversion or Continuation to the Administrative Agent at the Administrative Agent’s office no later than 1:00 P.M. (New York City time) (i) on the date which is at least three Business Days in advance of the proposed Conversion or continuation date in the case of a Conversion to or a continuation of a Borrowing comprised of LIBOR Advances and (ii) on the Business Day prior to the proposed conversion date in the case of a Conversion to a Borrowing comprised of Base Rate Advances. Each such Notice of Conversion or Continuation shall be in writing or by telecopier, specifying (i) the requested Conversion or continuation date (which shall be a Business Day), (ii) the Borrowing amount and Type of the Advances to be Converted or continued, (iii) whether a Conversion or continuation is requested, and if a Conversion, into what Type of Advances, and (iv) in the case of a Conversion to, or a continuation of, LIBOR Advances, the requested Interest Period. Promptly after receipt of a Notice of Conversion or Continuation under this paragraph, the Administrative Agent shall provide each Bank with a copy thereof and, in the case of a Conversion to or a continuation of LIBOR Advances, notify each Bank of the applicable interest rate under Section 2.06(b). For purposes other than the conditions set forth in Section 3.02, the portion of Advances comprising part of the same Borrowing that are Converted to Advances of another Type shall constitute a new Borrowing. If the Borrower shall fail to specify an Interest Period for a LIBOR Advance including the continuation of a LIBOR Advance, the Borrower shall be deemed to have selected a Base Rate Advance.

Conversions and Continuations. In order to elect to Convert or continue Advances comprising part of the same Borrowing under this Section, the Borrower shall deliver an irrevocable Notice of Conversion or Continuation to the Administrative Agent at the Administrative Agent’s 's office no later than 1:00 P.M. 12:00 Noon (New York City Dallas, Texas time) (i) on the date which is at least three Business Days in advance of the proposed Conversion or continuation date in the case of a Conversion to or a continuation of a Borrowing comprised of LIBOR Advances and (ii) on the Business Day prior to the proposed conversion date in the case of a Conversion to a Borrowing comprised of Base Rate Advances. Each such Notice of Conversion or Continuation shall be in writing or by telecopier, specifying (i) the requested Conversion or continuation date (which shall be a Business Day), (ii) the Borrowing amount and Type of the Advances to be Converted or continued, (iii) whether a Conversion or continuation is requested, and if a Conversion, into what Type of Advances, and (iv) in the case of a Conversion to, or a continuation of, LIBOR Advances, the requested Interest Period. Promptly after receipt of a Notice of Conversion or Continuation under this paragraph, the Administrative Agent shall provide each Bank with a copy thereof and, in the case of a Conversion to or a continuation of LIBOR Advances, notify each Bank of the applicable interest rate under Section 2.06(b). For purposes other than the conditions set forth in Section 3.02, the portion of Advances comprising part of the same Borrowing that are Converted to Advances of another Type shall constitute a new Borrowing. If the Borrower shall fail to specify an Interest Period for a LIBOR Advance including the continuation of a LIBOR Advance, the Borrower shall be deemed to have selected a Base Rate Advance.

Conversions and Continuations. In order The Borrower shall have the right from time to elect time to Convert all or continue Advances comprising part of a Revolving Credit Loan Advance of one Type into an Advance of another Type or to Continue Eurodollar Advances as Eurodollar Advances by giving the same Borrowing under this SectionAgent written notice at least one Business Day before Conversion into a Base Rate Advance, the Borrower shall deliver an irrevocable Notice of Conversion or Continuation to the Administrative Agent at the Administrative Agent’s office no later than 1:00 P.M. (New York City time) (i) on the date which is and at least three Business Days in advance before Conversion into or Continuation of a Eurodollar Advance, specifying: (a) the Conversion or Continuation date, (b) the amount of the proposed Conversion Advance to be Converted or continuation date Continued, (c) in the case of a Conversion to or a continuation of a Borrowing comprised of LIBOR Advances and (ii) on Conversions, the Business Day prior to the proposed conversion date in the case of a Conversion to a Borrowing comprised of Base Rate Advances. Each such Notice of Conversion or Continuation shall be in writing or by telecopier, specifying (i) the requested Conversion or continuation date (which shall be a Business Day), (ii) the Borrowing amount and Type of the Advances Advance to be Converted or continued, (iii) whether a Conversion or continuation is requested, and if a Conversion, into what Type of Advancesinto, and (ivd) in the case of a Continuation of or Conversion tointo a Eurodollar Advance, or a continuation ofthe duration of the Interest Period applicable thereto; provided that (i) Eurodollar Advances may only be Converted on the last day of the Interest Period, LIBOR (ii) except for Conversions into Base Rate Advances, no Conversions shall be made while a Default has occurred and is continuing, and (iii) no more than five Interest Periods shall be in effect at the requested Interest Periodsame time. Promptly The Agent shall notify each Lender of the contents of each such notice promptly and in any event not later than one Business Day after receipt of a Notice of Conversion or Continuation thereof. All notices by the Borrower under this paragraphSection shall be irrevocable and shall be given not later than 11:00 a.m. (Austin, Texas time) on the Administrative Agent shall provide each Bank with a copy thereof and, in the case of a Conversion to or a continuation of LIBOR Advances, notify each Bank of the applicable interest rate under Section 2.06(b). For purposes other day which is not less than the conditions set forth in Section 3.02, the portion number of Advances comprising part of the same Borrowing that are Converted to Advances of another Type shall constitute a new BorrowingBusiness Days specified above for such notice. If the Borrower shall fail to specify an give the Agent the notice as specified above for Continuation or Conversion of a Eurodollar Advance prior to the end of the Interest Period with respect thereto, such Eurodollar Advance shall be Converted automatically into a Base Rate Advance on the last day of the then current Interest Period for a LIBOR Advance including the continuation of a LIBOR Advance, the Borrower shall be deemed to have selected a Base Rate such Eurodollar Advance.

Conversions and Continuations. In order to elect to Convert or continue Advances comprising part of the same Revolving Borrowing under this Section, the Borrower shall deliver an irrevocable Notice of Conversion or Continuation to the Administrative Agent at the Administrative Agent’s 's office no later than 1:00 P.M. 11:00 a.m. (New York City Dallas, Texas time) (i) on the Business Day of the proposed conversion date which is in the case of a Conversion of such Advances to Prime Rate Advances and (ii) at least three Business Days in advance of the proposed Conversion or continuation date in the case of a Conversion to to, or a continuation of a Borrowing comprised of LIBOR Advances and (ii) on the Business Day prior to the proposed conversion date in the case of a Conversion to a Borrowing comprised of Base of, Eurodollar Rate Advances. Each such Notice of Conversion or Continuation shall be in writing or by telecopier, specifying (ia) the requested Conversion or continuation date (which shall be a Business Day), (iib) the Borrowing amount and Type of the Advances to be Converted or continued, (iiic) whether a Conversion or continuation is requested, and if a Conversion, into what Type of Advances, and (ivd) in the case of a Conversion to, or a continuation of, LIBOR Eurodollar Rate Advances, the requested Interest Period. Revolving Advances may only be Converted or continued as Revolving Advances. Swingline Advances may not be converted or continued. Promptly after receipt of a Notice of Conversion or Continuation under this paragraph, the Administrative Agent shall provide each Bank with a copy thereof and, in the case of a Conversion to or a continuation Continuation of LIBOR Eurodollar Rate Advances, notify each Bank of the applicable interest rate under Section 2.06(b2.6(b). For purposes other than the conditions set forth in Section 3.023.2, the portion of Revolving Advances comprising part of the same Revolving Borrowing that are Converted to Revolving Advances of another Type shall constitute a new Revolving Borrowing. If the Borrower shall fail to specify an Interest Period for a LIBOR Advance including the continuation of a LIBOR Advance, the Borrower shall be deemed to have selected a Base Rate Advance.

Conversions and Continuations. In order to elect to Convert or continue Advances comprising part of the same Borrowing an Advance under this Sectionparagraph, the Borrower shall deliver an irrevocable Notice of Continuation or Conversion or Continuation to the Administrative Agent at the Administrative Agent’s office no later than 1:00 P.M. p.m. (New York City Houston, Texas time) (i) on the Business Day before the date which is of the proposed conversion date in the case of a Conversion to a Base Rate Advance and (ii) at least three (3) Business Days in advance of the proposed Conversion or continuation date in the case of a Conversion to to, or a continuation of, a Eurodollar Advance; provided that, if Conversions to Eurodollar Advances, if any, are to be made on the Effective Date, such Conversions shall be made pursuant to the applicable Notice of a Borrowing comprised of LIBOR Advances and Continuation or Conversion given not later than 1:00 p.m. (iiHouston, Texas time) on the second Business Day prior to before the proposed conversion date in the case of a Conversion to a Borrowing comprised of Base Rate AdvancesEffective Date. Each such Notice of Continuation or Conversion or Continuation shall be in writing or by telecopierfacsimile or electronic mail (with a PDF file of the executed Notice of Continuation or Conversion attached), specifying (i) the requested Conversion or continuation date (which shall be a Business Day), (ii) the Borrowing amount amount, Type, and Type Class of the Advances Advance to be Converted or continued, (iii) whether a Conversion or continuation is requestedrequested and, and if a Conversion, into what Type of AdvancesAdvance, and (iv) in the case of a Conversion to, or a continuation of, LIBOR Advancesa Eurodollar Advance, the requested Interest Period. Promptly after receipt of a Notice of Continuation or Conversion or Continuation under this paragraph, the Administrative Agent shall provide each Bank Lender with a copy thereof and, in the case of a Conversion to or a continuation of LIBOR Advancesa Eurodollar Advance, notify each Bank Lender of the applicable interest rate under Section 2.06(b2.8(b). For purposes other than the conditions set forth in Section 3.02, the The portion of Advances comprising part of the same Borrowing that are Converted to Advances of another Type shall constitute a new Borrowing. If the Borrower shall fail to specify an Interest Period for a LIBOR Advance including the continuation of a LIBOR Advance, the Borrower shall be deemed to have selected a Base Rate Advance.

Conversions and Continuations. Each Loan initially shall be of the Type and, in the case of Eurodollar Borrowing, shall have an initial Interest Period as specified in the applicable Notice of Borrowing. Thereafter, the Borrower may elect to Convert or Continue any Borrowing as provided in this paragraph. The Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall, other than for purposes of Section 3.02, be considered a separate Borrowing. In order to elect to Convert or continue Advances comprising part of the same Borrowing Continue Loans under this Sectionparagraph, the Borrower shall deliver an irrevocable a Notice of Conversion or Continuation to the Administrative Agent at the Administrative Agent’s office no later than 1:00 P.M. (i) 11:00 a.m. (New York City time) (i) on the date (which is shall be a Business Day) of the requested Conversion in the case of a Conversion of a Eurodollar Borrowing to a Base Rate Loan or (ii) 11:00 a.m. (New York time) at least three (3) Business Days in advance of the proposed date (which shall be a Business Day) of the requested Conversion or continuation date Continuation in the case of a Conversion to into, or a continuation of Continuation of, a Borrowing comprised of LIBOR Advances and (ii) on the Business Day prior to the proposed conversion date in the case of a Conversion to a Borrowing comprised of Base Rate AdvancesEurodollar Borrowing. Each such Notice of Conversion or Continuation shall be by facsimile or telephone confirmed promptly in writing or by telecopierelectronic communication (e-mail) receipt of which is confirmed by the Administrative Agent by facsimile or telephone, in any event, specifying (iA) the requested Conversion or continuation Continuation date (which shall be a Business Day), (iiB) the Borrowing amount principal amount, Class and Type of the Advances Borrowing to be Converted or continuedContinued, (iiiC) whether a Conversion or continuation Continuation is requested, and if a Conversion, into what Type of Advancesa Borrowing, and (ivD) in the case of a Conversion to, or a continuation Continuation of, LIBOR Advancesa Eurodollar Borrowing, the requested Interest Period. Promptly after receipt of a Notice of Conversion or Continuation under this paragraph, the Administrative Agent shall provide each Bank Applicable Lender with a copy thereof and, in the case of a Conversion to or a continuation Continuation of LIBOR Advancesa Eurodollar Borrowing, notify each Bank Applicable Lender of the applicable interest rate under Section 2.06(b). For purposes other than the conditions set forth in Section 3.02, the portion of Advances comprising part of the same Borrowing that are Converted to Advances of another Type shall constitute a new Borrowing. If the Borrower shall fail to specify an Interest Period for a LIBOR Advance including the continuation of a LIBOR Advance, the Borrower shall be deemed to have selected a Base Rate Advance2.07.

Conversions and Continuations. In order to elect to Convert or ----------------------------- continue Advances comprising part of the same Borrowing under this Section, the Borrower shall deliver an irrevocable Notice of Conversion or Continuation to the Administrative Agent at the Administrative Agent’s 's office no later than 1:00 P.M. 11:00 a.m. (New York City Dallas, Texas time) (i) on the date which is at least three Business Days in advance of the proposed Conversion or continuation date in the case of a Conversion to or a continuation of a Borrowing comprised of LIBOR Rate Advances and (ii) on the Business Day prior to the proposed conversion date in the case of a Conversion to a Borrowing comprised of Base Prime Rate Advances. Each such Notice of Conversion or Continuation shall be in writing or by telecopier, specifying (i) the requested Conversion or continuation date (which shall be a Business Day), (ii) the Borrowing amount and Type of the Advances to be Converted or continued, (iii) whether a Conversion or continuation is requested, and if a Conversion, into what Type of Advances, and (iv) in the case of a Conversion to, or a continuation of, LIBOR Rate Advances, the requested Interest Period. Promptly after receipt of a Notice of Conversion or Continuation under this paragraph, the Administrative Agent shall provide each Bank with a copy thereof and, in the case of a Conversion to or a continuation of LIBOR Rate Advances, notify each Bank of the applicable interest rate under Section 2.06(b). For purposes other than the conditions set forth in Section 3.02, the portion of Advances comprising part of the same Borrowing that are Converted to Advances of another Type shall constitute a new Borrowing. If the Borrower shall fail to specify an Interest Period for a LIBOR Rate Advance including the continuation of a LIBOR Rate Advance, the Borrower shall be deemed to have selected a Base Prime Rate Advance.

Conversions and Continuations. In order to elect to Convert or continue Advances comprising part of the same Borrowing under this Section, the Borrower shall deliver an irrevocable Notice of Conversion or Continuation to the Administrative Agent at the Administrative Agent’s office no later than 1:00 P.M. 12:00 Noon (New York City Chicago, Illinois time) (i) on the date which is at least three Business Days in advance of the proposed Conversion or continuation date in the case of a Conversion to or a continuation of a Borrowing comprised of LIBOR Advances and (ii) on the Business Day prior to the proposed conversion date in the case of a Conversion to a Borrowing comprised of Base Rate Advances. Each such Notice of Conversion or Continuation shall be in writing or by telecopier, specifying (i) the requested Conversion or continuation date (which shall be a Business Day), (ii) the Borrowing amount and Type of the Advances to be Converted or continued, (iii) whether a Conversion or continuation is requested, and if a Conversion, into what Type of Advances, and (iv) in the case of a Conversion to, or a continuation of, LIBOR Advances, the requested Interest Period. Promptly after receipt of a Notice of Conversion or Continuation under this paragraph, the Administrative Agent shall provide each Bank with a copy thereof and, in the case of a Conversion to or a continuation of LIBOR Advances, notify each Bank of the applicable interest rate under Section 2.06(b). For purposes other than the conditions set forth in Section 3.02, the portion of Advances comprising part of the same Borrowing that are Converted to Advances of another Type shall constitute a new Borrowing. If the Borrower shall fail to specify an Interest Period for a LIBOR Advance including the continuation of a LIBOR Advance, the Borrower shall be deemed to have selected a Base Rate Advance.

Conversions and Continuations. In order to elect to Convert or continue Advances comprising part of the same Borrowing under this Section, the Borrower shall deliver an irrevocable Notice of Conversion or Continuation to the Administrative Agent at the Administrative Agent’s office no later than 1:00 P.M. 12:00 noon (New York, New York City time) (i) on the date which is at least three (3) Business Days in advance of the proposed Conversion or continuation date in the case of a Conversion to or a continuation of a Borrowing comprised of LIBOR Eurodollar Rate Advances and (ii) on the Business Day prior to the proposed conversion date in the case of a Conversion to a Borrowing comprised of Adjusted Base Rate Advances. Each such Notice of Conversion or Continuation shall be in writing or by telecopier, specifying (i) the requested Conversion or continuation date (which shall be a Business Day), (ii) the Borrowing amount amount, Type and Type Class of the Advances to be Converted or continued, (iii) whether a Conversion or continuation is requested, and if a Conversion, into what Type of Advances, and (iv) in the case of a Conversion to, or a continuation of, LIBOR Eurodollar Rate Advances, the requested Interest Period. Promptly after receipt of a Notice of Conversion or Continuation under this paragraph, the Administrative Agent shall provide each Bank Lender with a copy thereof and, in the case of a Conversion to or a continuation of LIBOR Eurodollar Rate Advances, notify each Bank Lender of the applicable interest rate under Section 2.06(b). For purposes other than the conditions set forth in Section 3.02, the portion of Advances comprising part of the same Borrowing that are Converted to Advances of another Type shall constitute a new Borrowing. If the Borrower shall fail to specify an Interest Period for a LIBOR Eurodollar Rate Advance including the continuation of a LIBOR Eurodollar Rate Advance, the Borrower shall be deemed to have selected a an Adjusted Base Rate Advance.

Conversions and Continuations. In order to elect to Convert or continue Advances comprising part of the same Revolving Borrowing under this Section, the Borrower shall deliver an irrevocable Notice of Conversion or Continuation to the Administrative Agent at the Administrative Agent’s office no later than 1:00 P.M. 12:00 p.m. (New York City Houston, Texas time) (i) on at least one Business Day in advance of the proposed Conversion date which is in the case of a Conversion of such Advances to Base Rate Advances, and (ii) at least three Business Days in advance of the proposed Conversion or continuation date in the case of a Conversion to to, or a continuation of a Borrowing comprised of LIBOR Advances and (ii) on the Business Day prior to the proposed conversion date in the case of a Conversion to a Borrowing comprised of Base Rate of, Eurodollar Advances. Each such Notice of Conversion or Continuation shall be in writing or by telecopierfacsimile, specifying (iA) the requested Conversion or continuation date (which shall be a Business Day), (iiB) the Revolving Borrowing amount and Type of the Advances to be Converted or continued, (iiiC) whether a Conversion or continuation is requested, and if a Conversion, into what Type of Advances, and (ivD) in the case of a Conversion to, or a continuation of, LIBOR Eurodollar Advances, the requested Interest Period. Promptly after receipt of a Notice of Conversion or Continuation under this paragraph, the Administrative Agent shall provide each Bank applicable Lender with a copy thereof and, in the case of a Conversion to or a continuation of LIBOR Eurodollar Advances, notify each Bank applicable Lender of the applicable interest rate under Section 2.06(b)2.9 as applicable. For purposes other than the conditions set forth in Section 3.023.2, the portion of Advances comprising part of the same Revolving Borrowing that are Converted to Advances of another Type shall constitute a new Revolving Borrowing. If the Borrower shall fail to specify an Interest Period for a LIBOR Advance including the continuation of a LIBOR Advance, the Borrower shall be deemed to have selected a Base Rate Advance.

Conversions and Continuations. In order to elect to Convert or continue Advances comprising part of the same Borrowing under this Section, the Borrower shall deliver an irrevocable Notice of Conversion or Continuation to the Administrative Agent at the Administrative Agent’s office no later than 1:00 P.M. (New York City time) (i) on the date which is at least three 3 Business Days in advance of the proposed Conversion or continuation date in the case of a Conversion to or a continuation of a Borrowing comprised of LIBOR Advances and (ii) on the Business Day prior to the proposed conversion date in the case of a Conversion to a Borrowing comprised of Base Rate Advances. Each such Notice of Conversion or Continuation shall be in writing or by telecopier, specifying (i) the requested Conversion or continuation date (which shall be a Business Day), (ii) the Borrowing amount and Type of the Advances to be Converted or continued, (iii) whether a Conversion or continuation is requested, and if a Conversion, into what Type of Advances, and (iv) in the case of a Conversion to, or a continuation of, LIBOR Advances, the requested Interest Period. Promptly after receipt of a Notice of Conversion or Continuation under this paragraph, the Administrative Agent shall provide each Bank with a copy thereof and, in the case of a Conversion to or a continuation of LIBOR Advances, notify each Bank of the applicable interest rate under Section 2.06(b). For purposes other than the conditions set forth in Section 3.02, the portion of Advances comprising part of the same Borrowing that are Converted to Advances of another Type shall constitute a new Borrowing. If the Borrower shall fail to specify an Interest Period for a LIBOR Advance including the continuation of a LIBOR Advance, the Borrower shall be deemed to have selected a Base Rate Advance.

Conversions and Continuations. In order to A Borrower may elect to Convert or continue Advances comprising part of the same Continue any Borrowing under this Section, the Borrower shall deliver Section 2.02 by delivering an irrevocable Notice of Conversion or Continuation from the Borrower Representative to the Administrative Agent at the Administrative Agent’s office (sent by hand delivery, fax or sent by electronic communication (e‑mail) (or by telephone notice promptly confirmed by a written, fax or electronic communication (e‑mail)) no later than 1:00 P.M. (i) noon (New York, New York City time) (i) on the date which is at least three (3) Business Days in advance of the proposed Conversion or continuation Continuation date in the case of a Conversion to or a continuation Continuation of a Borrowing comprised of LIBOR Eurodollar Rate Advances and (ii) noon (New York, New York time) on the Business Day prior to date of the proposed conversion date Conversion in the case of a Conversion to a Borrowing comprised of Base Rate Advances. Each such Notice of Conversion or Continuation shall be in writing or by telecopier, specifying (i) the requested Conversion or continuation date (which shall be a Business Day), (ii) the Borrowing amount and Type of the Advances to be Converted or continued, (iii) whether a Conversion or continuation is requested, and if a Conversion, into what Type of Advances, and (iv) in the case of a Conversion to, or a continuation of, LIBOR Advances, the requested Interest Period. Promptly after receipt of a Notice of Conversion or Continuation under this paragraphSection 2.02(b), the Administrative Agent shall provide each Bank Lender with a copy thereof and, in the case of a Conversion to or a continuation Continuation of LIBOR a Borrowing comprised of Eurodollar Rate Advances, notify each Bank Lender of the applicable interest rate under Section 2.06(b2.08(b). For purposes other than Notwithstanding anything in this Agreement to the conditions set forth in Section 3.02contrary, Conversions of Eurodollar Rate Advances may only be made at the end of the applicable Interest Period for such Advances; provided, however, that Conversions of Base Rate Advances may be made at any time. The portion of Advances comprising part of the same Borrowing that are Converted converted to Advances of another Type shall constitute a new Borrowing. If Notwithstanding the Borrower shall fail to specify an Interest Period for a LIBOR Advance including the continuation of a LIBOR Advanceforegoing, the Borrower shall Swingline Loans may not be deemed to have selected a Base Rate AdvanceConverted or Continued.

Conversions and Continuations. In order to elect to Convert ----------------------------- or continue Advances comprising part of the same Revolving Borrowing under this Section, the Borrower shall deliver an irrevocable Notice of Conversion or Continuation to the Administrative Agent at the Administrative Agent’s 's office no later than 1:00 P.M. 12:00 p.m. (New York City Houston, Texas time) (i) on at least one Business Day in advance of the proposed conversion date which is in the case of a Conversion of such Advances to Prime Rate Advances and (ii) at least three Business Days in advance of the proposed Conversion or continuation date in the case of a Conversion to to, or a continuation of a Borrowing comprised of LIBOR Advances and (ii) on the Business Day prior to the proposed conversion date in the case of a Conversion to a Borrowing comprised of Base of, Eurodollar Rate Advances. Each such Notice of Conversion or Continuation shall be in writing or by telecopier, specifying (iA) the requested Conversion or continuation date (which shall be a Business Day), (iiB) the Borrowing amount and Type of the Advances to be Converted or continued, (iiiC) whether a Conversion or continuation is requested, and if a Conversion, into what Type of Advances, and (ivD) in the case of a Conversion to, or a continuation of, LIBOR Eurodollar Rate Advances, the requested Interest Period. Revolving Advances may only be Converted or continued as Revolving Advances. Swingline Advances may not be Converted or continued. Promptly after receipt of a Notice of Conversion or Continuation under this paragraph, the Administrative Agent shall provide each Bank with a copy thereof and, in the case of a Conversion to or a continuation of LIBOR Eurodollar Rate Advances, notify each Bank of the applicable interest rate under Section 2.06(b2.6(b). For purposes other than the conditions set forth in Section 3.023.2, the portion of Revolving Advances comprising part of the same Revolving Borrowing that are Converted to Revolving Advances of another Type shall constitute a new Revolving Borrowing. If the Borrower shall fail to specify an Interest Period for a LIBOR Advance including the continuation of a LIBOR Advance, the Borrower shall be deemed to have selected a Base Rate Advance.

Conversions and Continuations. In order to elect to Convert or continue Advances comprising part of the same Borrowing under this Section, the Borrower shall deliver an irrevocable Notice of Conversion or Continuation to the Administrative Agent at the Administrative Agent’s office no later than 1:00 2:00 P.M. (New York, New York City time) (i) on the date which is at least three Business Days in advance of the proposed Conversion or continuation date in the case of a Conversion to or a continuation of a Borrowing comprised of LIBOR Advances and (ii) on the Business Day prior to the proposed conversion date in the case of a Conversion to a Borrowing comprised of Base Rate Advances. Each such Notice of Conversion or Continuation shall be in writing or by telecopier, specifying (i) the requested Conversion or continuation date (which shall be a Business Day), (ii) the Borrowing amount and Type of the Advances to be Converted or continued, (iii) whether a Conversion or continuation is requested, and if a Conversion, into what Type of Advances, and (iv) in the case of a Conversion to, or a continuation of, LIBOR Advances, the requested Interest Period. Promptly after receipt of a Notice of Conversion or Continuation under this paragraph, the Administrative Agent shall provide each Bank with a copy thereof and, in the case of a Conversion to or a continuation of LIBOR Advances, notify each Bank of the applicable interest rate under Section 2.06(b). For purposes other than the conditions set forth in Section 3.02, the portion of Advances comprising part of the same Borrowing that are Converted to Advances of another Type shall constitute a new Borrowing. If the Borrower shall fail to specify an Interest Period for a LIBOR Advance including the continuation of a LIBOR Advance, the Borrower shall be deemed to have selected a Base Rate Advance.

Conversions and Continuations. In order to elect to Convert or continue Advances comprising part of the same Revolving Borrowing under this Section, the Borrower shall deliver an irrevocable Notice of Conversion or Continuation to the Administrative Agent at the Administrative Agent’s office no later than 1:00 P.M. 2:00 p.m. (New York City Houston, Texas time) (i) on at least one Business Day in advance of the proposed Conversion date which is in the case of a Conversion of such Advances to Base Rate Advances, and (ii) at least three Business Days in advance of the proposed Conversion or continuation date in the case of a Conversion to to, or a continuation of a Borrowing comprised of LIBOR Advances and (ii) on the Business Day prior to the proposed conversion date in the case of a Conversion to a Borrowing comprised of Base Rate of, Eurodollar Advances. Each such Notice of Conversion or Continuation shall be in writing or by telecopierfacsimile, specifying (iA) the requested Conversion or continuation date (which shall be a Business Day), (iiB) the Revolving Borrowing amount and Type of the Advances to be Converted or continued, (iiiC) whether a Conversion or continuation is requested, and if a Conversion, into what Type of Advances, and (ivD) in the case of a Conversion to, or a continuation of, LIBOR Eurodollar Advances, the requested Interest Period. Promptly after receipt of a Notice of Conversion or Continuation under this paragraph, the Administrative Agent shall provide each Bank applicable Lender with a copy thereof and, in the case of a Conversion to or a continuation of LIBOR Eurodollar Advances, notify each Bank applicable Lender of the applicable interest rate under Section 2.06(b)2.9 as applicable. For purposes other than the conditions set forth in Section 3.023.2, the portion of Advances comprising part of the same Revolving Borrowing that are Converted to Advances of another Type shall constitute a new Revolving Borrowing. If the Borrower shall fail to specify an Interest Period for a LIBOR Advance including the continuation of a LIBOR Advance, the Borrower shall be deemed to have selected a Base Rate Advance.

Conversions and Continuations. Each Loan initially shall be of the Type and, in the case of Eurodollar Borrowing, shall have an initial Interest Period as specified in the applicable Notice of Borrowing. Thereafter, the Borrower may elect to Convert or Continue any Borrowing as provided in this paragraph. The Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall, other than for purposes of Section 3.02, be considered a separate Borrowing. In order to elect to Convert or continue Advances comprising part of the same Borrowing Continue Loans under this Sectionparagraph, the Borrower shall deliver an irrevocable a Notice of Conversion or Continuation to the Administrative Agent at the Administrative Agent’s office no later than 1:00 P.M. (i) 11:00 a. m. (New York City time) (i) on the date (which is shall be a Business Day) of the requested Conversion in the case of a Conversion of a Eurodollar Borrowing to a Base Rate Loan or (ii) 11:00 a.m. (New York time) at least three (3) Business Days in advance of the proposed date (which shall be a Business Day) of the requested Conversion or continuation date Continuation in the case of a Conversion to into, or a continuation of Continuation of, a Borrowing comprised of LIBOR Advances and (ii) on the Business Day prior to the proposed conversion date in the case of a Conversion to a Borrowing comprised of Base Rate AdvancesEurodollar Borrowing. Each such Notice of Conversion or Continuation shall be by facsimile or telephone confirmed promptly in writing or by telecopierelectronic communication (e-mail) receipt of which is confirmed by the Administrative Agent by facsimile or telephone, in any event, specifying (iA) the requested Conversion or continuation Continuation date (which shall be a Business Day), (iiB) the Borrowing amount principal amount, Class and Type of the Advances Borrowing to be Converted or continuedContinued, (iiiC) whether a Conversion or continuation Continuation is requested, and if a Conversion, into what Type of Advancesa Borrowing, and (ivD) in the case of a Conversion to, or a continuation Continuation of, LIBOR Advancesa Eurodollar Borrowing, the requested Interest Period. Promptly after receipt of a Notice of Conversion or Continuation under this paragraph, the Administrative Agent shall provide each Bank Applicable Lender with a copy thereof and, in the case of a Conversion to or a continuation Continuation of LIBOR Advancesa Eurodollar Borrowing, notify each Bank Applicable Lender of the applicable interest rate under Section 2.06(b). For purposes other than the conditions set forth in Section 3.02, the portion of Advances comprising part of the same Borrowing that are Converted to Advances of another Type shall constitute a new Borrowing. If the Borrower shall fail to specify an Interest Period for a LIBOR Advance including the continuation of a LIBOR Advance, the Borrower shall be deemed to have selected a Base Rate Advance2.07.

Conversions and Continuations. In order to elect to Convert or continue Advances comprising part of the same Borrowing under this Section, the Borrower shall deliver an irrevocable Notice of Conversion or Continuation to the Administrative Agent at the Administrative Agent’s 's office no later than 1:00 P.M. (New York City time) (i) on the date which is at least three Business Days in advance of the proposed Conversion or continuation date in the case of a Conversion to or a continuation of a Borrowing comprised of LIBOR Advances and (ii) on the Business Day prior to the proposed conversion date in the case of a Conversion to a Borrowing comprised of Base Rate Advances. Each such Notice of Conversion or Continuation shall be in writing or by telecopier, specifying (i) the requested Conversion or continuation date (which shall be a Business Day), (ii) the Borrowing amount and Type of the Advances to be Converted or continued, (iii) whether a Conversion or continuation is requested, and if a Conversion, into what Type of Advances, and (iv) in the case of a Conversion to, or a continuation of, LIBOR Advances, the requested Interest Period. Promptly after receipt of a Notice of Conversion or Continuation under this paragraph, the Administrative Agent shall provide each Bank with a copy thereof and, in the case of a Conversion to or a continuation of LIBOR Advances, notify each Bank of the applicable interest rate under Section 2.06(b). For purposes other than the conditions set forth in Section 3.02, the portion of Advances comprising part of the same Borrowing that are Converted to Advances of another Type shall constitute a new Borrowing. If the Borrower shall fail to specify an Interest Period for a LIBOR Advance including the continuation of a LIBOR Advance, the Borrower shall be deemed to have selected a Base Rate Advance.

Conversions and Continuations. In order to elect to Convert or continue Continue Advances comprising part of the same Borrowing under this Section, the Borrower shall deliver an irrevocable Notice of Conversion or Continuation to the Administrative Agent at the Administrative Agent’s 's office no later than 1:00 P.M. 2:00 p.m. (New York City Houston, Texas time) (i) on at least one Business Day in advance of the proposed Conversion date which is in the case of a Conversion of such Advances to Base Rate Advances, and (ii) at least three Business Days in advance of the proposed Conversion or continuation Continuation date in the case of a Conversion to to, or a continuation of a Borrowing comprised of LIBOR Advances and (ii) on the Business Day prior to the proposed conversion date in the case of a Conversion to a Borrowing comprised of Base Rate Continuation of, Eurodollar Advances. Each such Notice of Conversion or Continuation shall be in writing or by telecopierfacsimile, specifying (iA) the requested Conversion or continuation Continuation date (which shall be a Business Day), (iiB) the Borrowing amount amount, Class and Type of the Advances to be Converted or continuedContinued, (iiiC) whether a Conversion or continuation Continuation is requested, and if a Conversion, into what Type of Advances, and (ivD) in the case of a Conversion to, or a continuation Continuation of, LIBOR Eurodollar Advances, the requested Interest Period. Promptly after receipt of a Notice of Conversion or Continuation under this paragraph, the Administrative Agent shall provide each Bank applicable Lender with a copy thereof and, in the case of a Conversion to or a continuation Continuation of LIBOR Eurodollar Advances, notify each Bank applicable Lender of the applicable interest rate under Section 2.06(b)2.9 as applicable. For purposes other than the conditions set forth in Section 3.023.3, the portion of Advances comprising part of the same Borrowing that are Converted to Advances of another Type shall constitute a new Borrowing. If the Borrower shall fail to specify an Interest Period for a LIBOR Advance including the continuation of a LIBOR Advance, the Borrower shall be deemed to have selected a Base Rate Advance.

Conversions and Continuations. In order to elect to Convert or continue Advances comprising part of the same Revolving Borrowing or Term Borrowing under this Section, the Borrower shall deliver an irrevocable Notice of Conversion or Continuation to the Administrative Agent at the Administrative Agent’s 's office no later than 1:00 P.M. 11:00 a.m. (New York City Dallas, Texas time) (i) on the Business Day of the proposed conversion date which is in the case of a Conversion of such Advances to Prime Rate Advances and (ii) at least three Business Days in advance of the proposed Conversion or continuation date in the case of a Conversion to to, or a continuation of a Borrowing comprised of LIBOR Advances and (ii) on the Business Day prior to the proposed conversion date in the case of a Conversion to a Borrowing comprised of Base of, Eurodollar Rate Advances. Each such Notice of Conversion or Continuation shall be in writing or by telecopier, specifying (i) the requested Conversion or continuation date (which shall be a Business Day), (ii) the Borrowing amount and Type of the Advances to be Converted or continued, (iii) whether a Conversion or continuation is requested, and if a Conversion, into what Type of Advances, and (iv) in the case of a Conversion to, or a continuation of, LIBOR Eurodollar Rate Advances, the requested Interest Period. Term Advances may only be Converted or continued as Term Advances and Revolving Advances may only be Converted or continued as Revolving Advances. Swingline Advances may not be converted or continued. Promptly after receipt of a Notice of Conversion or Continuation under this paragraph, the Administrative Agent shall provide each Bank with a copy thereof and, in the case of a Conversion to or a continuation Continuation of LIBOR Eurodollar Rate Advances, notify each Bank of the applicable interest rate under Section 2.06(b). For purposes other than the conditions set forth in Section 3.02, the portion of Term Advances comprising part of the same Term Borrowing that are Converted to Term Advances of another Type shall constitute a new Term Borrowing and the portion of Revolving Advances comprising part of the same Revolving Borrowing that are Converted to Revolving Advances of another Type shall constitute a new Revolving Borrowing. If the Borrower shall fail to specify an Interest Period for a LIBOR Advance including the continuation of a LIBOR Advance, the Borrower shall be deemed to have selected a Base Rate Advance.

Conversions and Continuations. In order (a) The Borrowers shall have the right from time to elect time to Convert all or continue Advances comprising part of an Advance of one Type into an Advance of another Type or to Continue LIBOR Advances by giving the same Borrowing under this SectionLender written notice at least one (1) Business Days before Conversion into a Base Rate Advance, the Borrower shall deliver an irrevocable Notice of Conversion or Continuation to the Administrative Agent at the Administrative Agent’s office no later than 1:00 P.M. (New York City time) (i) on the date which is and at least three (3) Business Days in advance of the proposed before Conversion into or continuation date in the case Continuation of a Conversion to or a continuation of a Borrowing comprised of LIBOR Advances and (ii) on the Business Day prior to the proposed conversion date in the case of a Conversion to a Borrowing comprised of Base Rate Advances. Each such Notice of Conversion or Continuation shall be in writing or by telecopierAdvance, specifying specifying: (i) the requested Conversion or continuation date (which shall be a Business Day)Continuation date, (ii) the Borrowing amount and Type of the Advances Advance to be Converted or continuedContinued, (iii) whether a Conversion or continuation is requestedin the case of Conversions, and if a Conversion, into what the Type of AdvancesAdvance to be Converted into, and (iv) in the case of a Continuation of or Conversion to, or a continuation of, LIBOR Advances, the requested Interest Period. Promptly after receipt of a Notice of Conversion or Continuation under this paragraph, the Administrative Agent shall provide each Bank with a copy thereof and, in the case of a Conversion to or a continuation of LIBOR Advances, notify each Bank of the applicable interest rate under Section 2.06(b). For purposes other than the conditions set forth in Section 3.02, the portion of Advances comprising part of the same Borrowing that are Converted to Advances of another Type shall constitute a new Borrowing. If the Borrower shall fail to specify an Interest Period for a LIBOR Advance including the continuation of into a LIBOR Advance, the Borrower duration of the Interest Period applicable thereto; provided that (A) LIBOR Advances may only be Converted on the last day of the Interest Period, and (B) except for Conversions into Base Rate Advances, no Conversions shall be deemed made while a Default has occurred and is continuing. All notices under this Section shall be irrevocable and shall be given not later than 11:00 A.M. on the day which is not less than the number of Business Days specified above for such notice. (b) If the Borrowers shall fail to have selected give the Lender the notice as specified above for Continuation or Conversion of a LIBOR Advance prior to the end of the Interest Period with respect thereto, such LIBOR Advance shall be Converted automatically into a Base Rate Advance on the last day of the then current Interest Period for such LIBOR Advance. (c) If the aggregate unpaid principal amount of Advances comprising any Borrowing of LIBOR Advances shall be reduced, by payment or prepayment or otherwise, to less than $1,000,000, such Advances shall automatically Convert, on the last day of the then existing Interest Period for such Advances, to Base Rate Advances, unless the Borrowers have selected to continue such Advances as LIBOR Advances by selecting a new Interest Period therefor in accordance with the provisions contained in the definition of "Interest Period" in Section 1.1 commencing on such day and the sum of the outstanding principal amount of such Advances plus the outstanding principal amount of each other Borrowing that is being Converted into or Continued as, LIBOR Advances on such day with the same Interest Period as such Advances is at least $1,000,000.

Conversions and Continuations. In order to elect to Convert or continue Advances comprising part of the same Revolving Borrowing under this Section, the Borrower making such election shall deliver an irrevocable Notice of Conversion or Continuation to the Administrative Agent at the Administrative Agent’s office no later than 1:00 P.M. 11:00 a.m. (New York City Dallas, Texas time) (i) on the Business Day of the proposed conversion date which is in the case of a Conversion of such Advances to Base Rate Advances and (ii) at least three Business Days in advance of the proposed Conversion or continuation date in the case of a Conversion to to, or a continuation of a Borrowing comprised of LIBOR Advances and (ii) on the Business Day prior to the proposed conversion date in the case of a Conversion to a Borrowing comprised of Base of, Eurodollar Rate Advances. Each such Notice of Conversion or Continuation shall be in writing or by telecopier, specifying (iA) the requested Conversion or continuation date (which shall be a Business Day), (iiB) the Borrowing amount and Type of the Advances to be Converted or continued, (iiiC) whether a Conversion or continuation is requestedrequested and, and if a Conversion, into what Type of Advances, and (ivD) in the case of a Conversion to, or a continuation Continuation of, LIBOR Eurodollar Rate Advances, the requested Interest Period. Revolving Advances may only be Converted or continued as Revolving Advances. Swingline Advances may not be Converted or continued. Promptly after receipt of a Notice of Conversion or Continuation under this paragraphSection 2.2(b), the Administrative Agent shall provide each Bank Lender with a copy thereof and, in the case of a Conversion to or a continuation of LIBOR Eurodollar Rate Advances, notify each Bank Lender of the applicable interest rate under Section 2.06(b2.6(b). For purposes other than the conditions set forth in Section 3.023.2, the portion of Revolving Advances comprising part of the same Revolving Borrowing that are Converted to Revolving Advances of another Type shall constitute a new Revolving Borrowing. If the Borrower shall fail to specify an Interest Period for a LIBOR Advance including the continuation of a LIBOR Advance, the Borrower shall be deemed to have selected a Base Rate Advance.

Conversions and Continuations. In order to A Borrower may elect to Convert or continue Advances comprising part of the same Continue any Borrowing under this Section, the Borrower shall deliver Section 2.02 by delivering an irrevocable Notice of Conversion or Continuation from the Borrower Representative to the Administrative Agent at the Administrative Agent’s office (sent by hand delivery, fax or sent by electronic communication (e-mail) (or by telephone notice promptly confirmed by a written, fax or electronic communication (e-mail)) no later than 1:00 P.M. (i) noon (New York, New York City time) (i) on the date which is at least three (3) U.S. Government Securities Business Days in advance of the proposed Conversion or continuation Continuation date in the case of a Conversion to or a continuation Continuation of a Borrowing comprised of LIBOR SOFR Advances and (ii) noon (New York, New York time) on the Business Day prior to date of the proposed conversion date Conversion in the case of a Conversion to a Borrowing comprised of Base Rate Advances. Each such Notice of Conversion or Continuation shall be in writing or by telecopier, specifying (i) the requested Conversion or continuation date (which shall be a Business Day), (ii) the Borrowing amount and Type of the Advances to be Converted or continued, (iii) whether a Conversion or continuation is requested, and if a Conversion, into what Type of Advances, and (iv) in the case of a Conversion to, or a continuation of, LIBOR Advances, the requested Interest Period. Promptly after receipt of a Notice of Conversion or Continuation under this paragraphSection 2.02(b), the Administrative Agent shall provide each Bank Lender with a copy thereof and, in the case of a Conversion to or a continuation Continuation of LIBOR a Borrowing comprised of SOFR Advances, notify each Bank Lender of the applicable interest rate under Section 2.06(b2.08(b). For purposes other than Notwithstanding anything in this Agreement to the conditions set forth in Section 3.02contrary, Conversions of SOFR Advances may only be made at the end of the applicable Interest Period for such Advances; provided, however, that Conversions of Base Rate Advances may be made at any time. The portion of Advances comprising part of the same Borrowing that are Converted converted to Advances of another Type shall constitute a new Borrowing. If Notwithstanding the Borrower shall fail to specify an Interest Period for a LIBOR Advance including the continuation of a LIBOR Advanceforegoing, the Borrower shall Swingline Loans may not be deemed to have selected a Base Rate Advance.Converted or Continued. lvi

Conversions and Continuations. In order to elect to Convert or ----------------------------- continue Advances comprising part of the same Borrowing under this Section, the Borrower shall deliver an irrevocable Notice of Conversion or Continuation to the Administrative Agent at the Administrative Agent’s 's office no later than 1:00 P.M. 11:00 a.m. (New York City Dallas, Texas time) (i) on the date which is at least three Business Days in advance of the proposed Conversion or continuation date in the case of a Conversion to or a continuation of a Borrowing comprised of LIBOR Advances and (ii) on the Business Day prior to the proposed conversion date in the case of a Conversion to a Borrowing comprised of Base Rate Advances. Each such Notice of Conversion or Continuation shall be in writing or by telecopier, specifying (i) the requested Conversion or continuation date (which shall be a Business Day), (ii) the Borrowing amount amount, Class and Type of the Advances to be Converted or continued, (iii) whether a Conversion or continuation is requested, and if a Conversion, into what Type of Advances, and (iv) in the case of a Conversion to, or a continuation of, LIBOR Advances, the requested Interest Period. Promptly after receipt of a Not later than 5:00 p.m. (Dallas, Texas time) on the day such Notice of Conversion or Continuation under this paragraphis deemed received by the Administrative Agent, the Administrative Agent shall provide each Bank Lender who has an Advance affected by such Notice of Conversion or Continuation with a copy thereof and, in the case of a Conversion to or a continuation of LIBOR Advances, notify each Bank Lender who has an Advance affected by such Notice of Conversion or Continuation and the Borrower of the applicable interest rate under Section 2.06(b). For purposes other than the conditions set forth in Section 3.02, the portion of Advances comprising part of the same Borrowing that are Converted to Advances of another Type shall constitute a new Borrowing. If the Borrower shall fail to specify an Interest Period for a LIBOR Advance including the continuation of a LIBOR Advance, the Borrower shall be deemed to have selected a Base Rate Advance. Under no circumstances may the Borrower convert one Class of Borrowing into another Class of Borrowing.

Conversions and Continuations. In order to elect to Convert or continue Advances comprising part of the same Revolving Borrowing under this Section, the Borrower shall deliver an irrevocable Notice of Conversion or Continuation to the Administrative Agent at the Administrative Agent’s office no later than 1:00 P.M. 12:00 p.m. (New York City Houston, Texas time) (i) on at least one Business Day in advance of the proposed Conversion date which is in the case of a Conversion of such Advances to Base Rate Advances, and (ii) at least three Business Days in advance of the proposed Conversion or continuation date in the case of a Conversion to to, or a continuation of a Borrowing comprised of LIBOR Advances and (ii) on the Business Day prior to the proposed conversion date in the case of a Conversion to a Borrowing comprised of Base Rate of, Eurodollar Advances. Each such Notice of Conversion or Continuation shall be in writing or by telecopierfacsimile, specifying (iA) the requested Conversion or continuation date (which shall be a Business Day), (iiB) the Revolving Borrowing amount and Type of the Advances to be Converted or continued, (iiiC) whether a Conversion or continuation is requested, and if a Conversion, into what Type of Advances, and (ivD) in the case of a Conversion to, or a continuation of, LIBOR Eurodollar Advances, the requested Interest Period. Promptly after receipt of a Notice of Conversion or Continuation under this paragraph, the Administrative Agent shall provide each Bank applicable Lender with a copy thereof and, in the case of a Conversion to or a continuation of LIBOR Eurodollar Advances, shall notify each Bank applicable Lender of the applicable interest rate under Section 2.06(b)2.9, as applicable. For purposes other than the conditions set forth in Section 3.023.2, the portion of Advances comprising part of the same Revolving Borrowing that are Converted to Advances of another Type shall constitute a new Revolving Borrowing. If the Borrower shall fail to specify an Interest Period for a LIBOR Advance including the continuation of a LIBOR Advance, the Borrower shall be deemed to have selected a Base Rate Advance.

Conversions and Continuations. In order to elect to Convert or ----------------------------- continue Advances comprising part of the same Borrowing under this Section, the Borrower shall deliver an irrevocable Notice of Conversion or Continuation to the Administrative Agent at the Administrative Agent’s 's office no later than 1:00 P.M. 11:00 a.m. (New York City Dallas, Texas time) (i) on the date which is at least three Business Days in advance of the proposed Conversion or continuation date in the case of a Conversion to or a continuation of a Borrowing comprised of LIBOR Advances and (ii) on the Business Day prior to the proposed conversion date in the case of a Conversion to a Borrowing comprised of Adjusted Base Rate Advances. Each such Notice of Conversion or Continuation shall be in writing or by telecopier, specifying (i) the requested Conversion or continuation date (which shall be a Business Day), (ii) the Borrowing amount and amount, Type of the Advances to be Converted or continued, (iii) whether a Conversion or continuation is requested, and if a Conversion, into what Type of Advances, and (iv) in the case of a Conversion to, or a continuation of, LIBOR Advances, the requested Interest Period. Promptly after receipt of a Notice of Conversion or Continuation under this paragraph, the Administrative Agent shall provide each Bank Lender with a copy thereof and, in the case of a Conversion to or a continuation of LIBOR Advances, notify each Bank Lender of the applicable interest rate under Section 2.06(b). For purposes other than the conditions set forth in Section 3.02, the portion of Advances comprising part of the same Borrowing that are Converted to Advances of another Type shall constitute a new Borrowing. If the Borrower shall fail to specify an Interest Period for a LIBOR Advance including the continuation of a LIBOR Advance, the Borrower shall be deemed to have selected a an Adjusted Base Rate Advance.

Conversions and Continuations. In order to elect to Convert or continue Advances comprising part of the same Borrowing under this Section, the Borrower shall deliver an irrevocable Notice of Conversion or Continuation to the Administrative Agent at the Administrative Agent’s office no later than 1:00 P.M. (New York City time) (i) Borrower may on any Business Day, subject to the giving of a proper Notice of Conversion/Continuation as hereinafter described, elect (A) to continue all or any part of a LIBOR Advance by selecting a new Interest Period therefor, to commence on the last day of the immediately preceding Interest Period, or (B) subject to the availability of interest rates as provided in Sections 2.4(B), 2.4(C) and 2.4(D) hereof, to convert all or any part of a Loan of one type into a Loan of another type; provided, however, that Lender shall not be obligated to convert any outstanding Loan into or continue any outstanding Loan as a LIBOR Advance when any Default or Event of Default has occurred and is continuing. Any conversion of a LIBOR Advance into a Prime Rate Advance shall be made on the last day of the Interest Period for such LIBOR Advance. (ii) Whenever Borrower desires to convert or continue Loans under Section 2.4(E)(i), Borrower shall give Lender written notice (or telephonic notice promptly confirmed in writing) substantially in the form of Exhibit D, signed by an authorized officer of Borrower, on the requested conversion date which is by 10:00 a.m. in the case of a conversion into a Prime Rate Advance, by 10:00 a.m. at least three two (2) Business Days in advance of before the proposed Conversion requested conversion or continuation date in the case of a Conversion to conversion into or a continuation of a Borrowing comprised of LIBOR Advances Advance and by 10:00 a.m. at least five (ii5) on Business Days before the Business Day prior to the proposed requested conversion or continuation date in the case of a Conversion to a Borrowing comprised of Base Treasury Rate AdvancesAdvance. Each such Notice of Conversion or Conversion/Continuation shall be in writing irrevocable and shall specify the aggregate principal amount of the Loans to be converted or by telecopiercontinued, specifying (i) the requested Conversion date of such conversion or continuation date (which shall be a Business Day), (ii) and whether the Borrowing amount and Type of the Advances to be Converted Loans are being converted into or continued, (iii) whether a Conversion or continuation is requested, and if a Conversion, into what Type of Advances, and (iv) in the case of a Conversion to, or a continuation of, LIBOR Advances, the requested Interest Period. Promptly after receipt of a Notice of Conversion or Continuation under this paragraph, the Administrative Agent shall provide each Bank with a copy thereof and, in the case of a Conversion to or a continuation of LIBOR Advances, notify each Bank of the applicable interest rate under Section 2.06(b). For purposes other than the conditions set forth in Section 3.02, the portion of Advances comprising part of the same Borrowing that are Converted to Advances of another Type shall constitute a new Borrowing. If the Borrower shall fail to specify an Interest Period for continued as a LIBOR Advance including or a Treasury Rate Advance (and, if so, the continuation duration of the Interest Period to be applicable thereto) or a Prime Rate Advance. If upon the expiration of any Interest Period in respect of any LIBOR Advance or a Treasury Rate Advance, Borrower shall have failed to deliver the Notice of Conversion/Continuation, Borrower shall be deemed to have selected elected to convert such LIBOR Advance or Treasury Rate Advance to a Base Prime Rate Advance.

Conversions and Continuations. In order to elect to Convert or continue Advances comprising part of the same Borrowing Continue a Revolving Advance under this Section, the Borrower shall deliver an irrevocable Notice of Conversion or Continuation to the Administrative Agent at the Administrative Agent’s office its Applicable Lending Office no later than 1:00 P.M. (i) 12:00 p.m. (New York City time) at least one Business Day in advance of such requested Conversion date in the case of a Conversion of a Eurodollar Advance to a Base Rate Advance or (iii) on the date which is 12:00 p.m. (New York time) at least three Business Days in advance of the proposed such requested Conversion or continuation date in the case of a Conversion to or a continuation of a Borrowing comprised of LIBOR Advances and (ii) on the Business Day prior to the proposed conversion date in the case Base Rate Advance into, or Continuation of a Conversion to Eurodollar Advance to, a Borrowing comprised of Base Rate AdvancesEurodollar Advance. Each such Notice of Conversion or Continuation shall be in writing or by telecopiertelex, telecopier or telephone, confirmed promptly in writing specifying (iA) the requested Conversion or continuation Continuation date (which shall be a Business Day), (iiB) the Borrowing amount and amount, Type of the Advances Revolving Advance to be Converted or continuedContinued, (iiiC) whether a Conversion or continuation Continuation is requested, and if a Conversion, into what Type of AdvancesRevolving Advance, and (ivD) in the case of a Conversion of a Base Rate Advance to, or a continuation Continuation of, LIBOR Advancesa Eurodollar Advance, the requested Interest Period. Promptly after receipt of a Notice of Conversion or Continuation under this paragraph, the Administrative Agent shall provide each Bank Lender with a copy thereof and of such Lender’s Pro Rata Share thereof and, in the case of a Conversion to or a continuation Continuation of LIBOR Advancesa Eurodollar Advance, notify the Borrower and each Bank Lender of the applicable interest rate under Section 2.06(b2.06(a)(ii). For purposes other than Notwithstanding anything in this Agreement to the conditions set forth in Section 3.02contrary, Conversions of Eurodollar Advances may only be made at the end of the applicable Interest Period for such Revolving Advances; provided, however, that Conversions of Base Rate Advances may be made at any time. The portion of Revolving Advances comprising part of the same Borrowing that are Converted converted to Revolving Advances of another Type shall constitute a new Borrowing. If the Borrower shall fail to specify an Interest Period for a LIBOR Advance including the continuation of a LIBOR Advance, the Borrower shall be deemed to have selected a Base Rate Advance.

Conversions and Continuations. In order to elect to Convert or continue Advances comprising part of the same Borrowing a Loan under this Sectionparagraph, the Borrower shall deliver an irrevocable Notice of Continuation or Conversion or Continuation to the Administrative Agent at the Administrative Agent’s office no later than 1:00 P.M. 11:00 a.m. (New York City Chicago, Illinois time) (i) on the Business Day before the date which is of the proposed conversion date in the case of a Conversion to a ABR Loan and (ii) at least three (3) Business Days in advance of the proposed Conversion or continuation date in the case of a Conversion to to, or a continuation of of, a Borrowing comprised of LIBOR Advances and (ii) on the Business Day prior to the proposed conversion date in the case of a Conversion to a Borrowing comprised of Base Rate AdvancesEurodollar Loan. Each such Notice of Continuation or Conversion or Continuation shall be in writing or by telecopierelectronic mail, specifying (iA) the requested Conversion or continuation date (which shall be a Business Day), (iiB) the Borrowing amount and Type of the Advances Loan to be Converted or continued, (iiiC) whether a Conversion or continuation is requestedrequested and, and if a Conversion, into what Type of AdvancesLoan, and (ivD) in the case of a Conversion to, or a continuation of, LIBOR Advancesa Eurodollar Loan, the requested Interest Period. Promptly after receipt of a Notice of Continuation or Conversion or Continuation under this paragraph, the Administrative Agent shall provide each Bank Lender with a copy thereof and, in the case of a Conversion to or a continuation of LIBOR Advancesa Eurodollar Loan, notify each Bank Lender of the applicable interest rate under Section 2.06(b2.7(b). For purposes other than the conditions set forth in Section 3.02, the The portion of Advances Loans comprising part of the same Revolving Borrowing that are Converted to Advances Loans of another Type shall constitute a new Revolving Borrowing. If the Borrower shall fail fails to specify an deliver a timely Notice of Continuation or Conversion with respect to a Eurodollar Revolving Borrowing prior to the end of the Interest Period for a LIBOR Advance including applicable thereto, then, unless such Revolving Borrowing is repaid as provided herein, at the continuation end of a LIBOR Advance, the Borrower such Interest Period such Revolving Borrowing shall be deemed converted to have selected an ABR Revolving Borrowing. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders, so notifies the Borrower, then, so long as an Event of Default is continuing (i) no outstanding Revolving Borrowing may be converted to or continued as a Base Rate AdvanceEurodollar Revolving Borrowing and (ii) unless repaid, each Eurodollar Revolving Borrowing shall be converted to an ABR Revolving Borrowing at the end of the Interest Period applicable thereto.

Conversions and Continuations. In order to elect to Convert or ----------------------------- continue Advances comprising part of the same Borrowing under this Section, the Borrower shall deliver an irrevocable Notice of Conversion or Continuation to the Administrative Agent at the Administrative Agent’s 's office no later than 1:00 P.M. 12:00 Noon (New York City Dallas, Texas time) (i) on the date which is at least three Business Days in advance of the proposed Conversion or continuation date in the case of a Conversion to or a continuation of a Borrowing comprised of LIBOR Advances and (ii) on the Business Day prior to the proposed conversion date in the case of a Conversion to a Borrowing comprised of Base Rate Advances. Each such Notice of Conversion or Continuation shall be in writing or by telecopier, specifying (i) the requested Conversion or continuation date (which shall be a Business Day), (ii) the Borrowing amount and Type of the Advances to be Converted or continued, (iii) whether a Conversion or continuation is requested, and if a Conversion, into what Type of Advances, and (iv) in the case of a Conversion to, or a continuation of, LIBOR Advances, the requested Interest Period. Promptly after receipt of a Notice of Conversion or Continuation under this paragraph, the Administrative Agent shall provide each Bank with a copy thereof and, in the case of a Conversion to or a continuation of LIBOR Advances, notify each Bank of the applicable interest rate under Section 2.06(b). For purposes other than the conditions set forth in Section 3.02, the portion of Advances comprising part of the same Borrowing that are Converted to Advances of another Type shall constitute a new Borrowing. If the Borrower shall fail to specify an Interest Period for a LIBOR Advance including the continuation of a LIBOR Advance, the Borrower shall be deemed to have selected a Base Rate Advance.

Conversions and Continuations. In order to elect to Convert or continue Advances comprising part of the same Borrowing under this Section, the Borrower shall deliver an irrevocable Notice of Conversion or Continuation to the Administrative Agent at the Administrative Agent’s office no later than 1:00 P.M. 12:00 noon (New York, New York City time) (i) on the date which is at least three (3) Business Days in advance of the proposed Conversion or continuation date in the case of a Conversion to or a continuation of a Borrowing comprised of LIBOR Eurodollar Rate Advances and (ii) on the Business Day prior to the proposed conversion date Term Loan Conversion Date in the case of a Conversion to a Borrowing comprised of Adjusted Base Rate Advances. Each such Notice of Conversion or Continuation shall be in writing or by telecopier, specifying (i) the requested Conversion or continuation date (which shall be a Business Day), (ii) the Borrowing amount amount, Class and Type of the Advances to be Converted or continued, (iii) whether a Conversion or continuation is requested, and if a Conversion, into what Type of Advances, and (iv) in the case of a Conversion to, or a continuation of, LIBOR Eurodollar Rate Advances, the requested Interest Period. Promptly after receipt of a Not later than 6:00 p.m. (New York, New York time) on the day such Notice of Conversion or Continuation under this paragraphis deemed received by the Administrative Agent, the Administrative Agent shall provide each Bank Lender who has an Advance affected by such Notice of Conversion or Continuation with a copy thereof and, in the case of a Conversion to or a continuation of LIBOR Eurodollar Rate Advances, notify each Bank Lender who has an Advance affected by such Notice of Conversion or Continuation and the Borrower of the applicable interest rate under Section 2.06(b). For purposes other than the conditions set forth in Section 3.02, the portion of Advances comprising part of the same Borrowing that are Converted to Advances of another Type shall constitute a new Borrowing. If the Borrower shall fail to specify an Interest Period for a LIBOR Eurodollar Rate Advance including the continuation of a LIBOR Eurodollar Rate Advance, the Borrower shall be deemed to have selected a an Adjusted Base Rate Advance. Under no circumstances may the Borrower convert one Class of Borrowing into another Class of Borrowing; provided that the conversion of Revolving Advances to Term Advances pursuant to the provisions of Section 2.01(b) may occur, and in connection therewith no Notice of Conversion or Continuation is required.