Common use of Conversions Clause in Contracts

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans into a Borrowing of another Type of Loan, provided that, (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower Company shall have the option to convert, convert on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of the Loans (other than Swingline Loans which may not be converted pursuant made to this Section 2.06) made the Company pursuant to one or more Borrowings of one or more Types of Loans into a Borrowing or Borrowings of another Type of Loan, ; provided that, that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Eurodollar Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the applicable Minimum Borrowing Amount applicable theretoAmount, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only not be converted into Eurodollar Loans if no any Default or Event of Default is in existence on the date of the conversion, conversion (unless the Administrative Agent and the Required Lenders otherwise agree) and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion (other than automatic conversions pursuant to the last paragraph of Section 2.09) shall be effected by the Borrower by Company giving the Administrative Agent at the its Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior written notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ) specifying the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred made, the date of such conversion (which shall be a Business Day) and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing (of the same Tranche) of another Type of Loan, provided that, (i) except as otherwise provided in Section 2.10(b)2.11(b) or unless the Borrower complies with the provisions of Section 2.12, Eurodollar LIBOR Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar LIBOR Loans shall reduce the outstanding principal amount of such Eurodollar LIBOR Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless upon notice to the Borrower from the Administrative Agent given at the request of the Required Lenders otherwise agreeLenders, after the occurrence and during the continuance of a Significant Event of Default, Base Rate Loans may only not be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversionLIBOR Loans, and (iii) no conversion pursuant to this Section 2.06 2.07 shall result in a greater number of Borrowings of Eurodollar LIBOR Loans than is permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 1:00 p.m. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar LIBOR Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar LIBOR Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case substantially in the form of Exhibit A-2H, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate LIBOR Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans. With respect to Revolving Loans, each reference to the Administrative Agent in this clause shall also be deemed to be a reference to the Revolving Agent.

Conversions. The Each Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Dollar Denominated Loans (other than Swingline Loans, which shall at all times be maintained as Base Rate Loans which or Canadian Prime Rate Loans, as the case may not be converted pursuant to this Section 2.06be) made pursuant to one or more Borrowings of one or more Types of Dollar Denominated Loans into a Borrowing of another Type of Dollar Denominated Loan, provided that, that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans and B/A Equivalent Loans may be converted into Canadian Prime Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans or B/A Equivalent Loans shall reduce the outstanding principal amount of such Eurodollar Loans or B/A Equivalent Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Revolving Loans maintained as Base Rate Loans may only not be converted into Eurodollar Loans and Canadian Prime Rate Loans may not be converted into B/A Equivalent Loans if no Default or any Event of Default is in existence on the date of the conversionconversion and the Administrative Agent, at the request of the Required Lenders, so notifies the relevant Borrower, and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans or B/A Equivalent Loans than is permitted under Section 2.02. Each such conversion shall be effected by the respective Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. p.m. (New York City time) at least three (x3) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case ) in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Eurodollar Loans or B/A Equivalent Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans. Upon any such conversion the proceeds thereof will be deemed to be applied directly on the day of such conversion to prepay the outstanding principal amount of the Loans being converted.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans Loans, which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing (of the same Tranche) of another Type of Loan, provided that, (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 11:00 A.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2A-2 or another form acceptable to the Administrative Agent, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, Convert on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of the Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings from one Type of one or more Types of Loans Loan into a Borrowing of another Type of Loan; provided, provided thatthat (a) Loans may not be so Converted into another Type unless the aggregate principal amount of Loans to be so Converted is not less than the Borrowing Minimum and, if more than the Borrowing Minimum, is an integral multiple of the applicable Borrowing Multiple in excess thereof, (ib) except as otherwise provided in Section 2.10(b), Eurodollar Loans no Conversion of all or any portion of any LIBOR Loan into a Base Rate Loan may be converted into Base Rate Loans only effected on any day other than the last day of an Interest Period applicable to such LIBOR Loan, unless the Loans being converted and Borrower pays all amounts owing under Section 3.12 as a result of such Conversion, (c) no such partial conversion Conversion of Eurodollar LIBOR Loans shall reduce the outstanding principal amount of such Eurodollar LIBOR Loans made pursuant to a single Borrowing to less than the Minimum applicable Borrowing Amount applicable theretoMinimum, (iid) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted Converted into Eurodollar LIBOR Loans if no Default or Event of Default is in existence on the date of the conversion, Conversion and (iiie) no conversion Conversion pursuant to this Section 2.06 3.5 shall result in a greater number of Borrowings Interest Periods of Eurodollar LIBOR Loans being outstanding at any one time than is permitted under Section 2.023.1(c) hereof. Each such conversion Conversion shall be effected by the Borrower by giving delivering a Conversion Request to the Administrative Agent at the its Notice Office prior to 2:00 P.M. 11:00 a.m. (New York City time) at least (x) in on the case of conversions of Base Rate Loans into Eurodollar Loans, three third Business Days’ Day prior notice and (y) in to the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice proposed date of Conversion/Continuation”), in each case in the form of Exhibit A-2, . Each Conversion Request shall be appropriately completed to specify (i) the principal amount of each Tranche of Loans to be so convertedConverted, (ii) the Borrowing or Borrowings pursuant to date of such Conversion (which shall be a Business Day), (iii) the Type of Loans from which each such Tranche of Loans were incurred and, is being Converted and the Type of Loans into which each such Tranche of Loans is being Converted and (iv) if to be converted any Loans are being Converted into Euro Rate LIBOR Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion Conversion affecting any of its Loans.

Conversions. The (a) Each applicable Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans ABR Advances (other than Swingline Loans which may not be converted pursuant to this Section 2.06ABR Advances constituting Swing Line Loans) made pursuant to or Core Currency Advances into (i) in the case of an ABR Advance, one or more Borrowings Core Currency Advances in Dollars, (ii) in the case of a Core Currency Advances in Dollars, one or more Types ABR Advances or one or more new Core Currency Advances in Dollars and (iii) in the case of Loans into a Borrowing Core Currency Advance, one or more new Core Currency Advances of another Type of Loanthe same Core Currency, provided that, that (iA) except as otherwise provided in Section 2.10(b3.4(b), Eurodollar Loans Core Currency Advances may be converted into Base Rate Loans new Core Currency Advances or ABR Advances only on the last day of an the Interest Period applicable to the Loans Core Currency Advances being converted and no such partial conversion of Eurodollar Loans shall reduce converted, (B) the outstanding principal amount of the new Core Currency Advances having the same Interest Period shall be in an amount equal to $500,000 or such Eurodollar Loans made pursuant to amount plus a single Borrowing to less than whole multiple of $100,000 in excess thereof (or an amount in the Minimum Borrowing Amount applicable theretoAlternate Currency having a Dollar Equivalent of approximately $500,000 or such amount plus a whole multiple of approximately $100,000 in excess thereof), (iiC) unless the Required Lenders otherwise agreeoutstanding principal amount of the new ABR Advances shall be in an amount equal to $500,000 or such amount plus a whole multiple of $100,000 in excess thereof, Base Rate Loans (D) ABR Advances or Core Currency Advances in Dollars may only not be converted into Eurodollar Loans Core Currency Advances in Dollars if no any Default or Event of Default is in existence on the date of the conversionconversion and the Required Lenders shall have notified the Administrative Agent that such a conversion is not appropriate, and (iiiE) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans Core Currency Advances than is permitted under Section 2.02. 2.2(d). (b) Each such conversion shall be effected by the applicable Borrower by giving the Administrative Agent Agent, at the Notice Office prior to 2:00 P.M. (New York City time) its office set forth in Section 11.2, at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ Days prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior written notice (each, each a “Notice of Conversion/Continuation”), in each case in specifying the form of Exhibit A-2, appropriately completed to specify ABR Advances or the Loans Core Currency Advances to be so converted, the Borrowing or Borrowings pursuant to date of such conversion (which such Loans were incurred shall be a Business Day) and, if to be converted into Euro Rate LoansCore Currency Advances, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans. (c) If with respect to the expiration of an existing Interest Period for a Core Currency Advance the applicable Borrower has failed to deliver a Notice of Conversion with respect thereto, such Borrower shall be deemed to have elected (i) if a Core Currency Advance in Dollars, to convert such Core Currency Advance to an ABR Advance and (ii) if a Core Currency Advance other than in Dollars, to convert such Core Currency Advance to a new Core Currency Advance with a one month Interest Period, in either case effective as of the expiration date of such existing Interest Period.

Conversions. The Each Borrower shall have the option to convert, on any Business Day beginning three Business Days following occurring after the Initial Borrowing Amendment No. 4 Effective Date, all or a portion equal to at least the Minimum Borrowing Amount $5,000,000 (and, if greater, in an integral multiple of $500,000) of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant made to this Section 2.06) made such Borrower pursuant to one or more Borrowings of one or more Types of Loans under a single Tranche into a Borrowing or Borrowings of another Type of LoanLoan under such Tranche, provided that, that (i) except as otherwise provided in Section 2.10(b)1.09(b) or unless the respective Borrower pays all amounts owing pursuant to Section 1.10 concurrently with any such conversion, Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Eurodollar Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto$5,000,000, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, conversion and (iii) no conversion pursuant to this Section 2.06 1.05 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02. Each such conversion shall be effected by the applicable Borrower by giving the Administrative Agent at the its Notice Office prior to 2:00 P.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case ) in the form of Exhibit A-2, appropriately completed to specify the Loans of such Borrower to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each applicable Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Each Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Revolving Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Revolving Loans into a Borrowing of another Type of Revolving Loan; provided, provided that, (ia) except as otherwise provided in Section 2.10(b), Eurodollar LIBOR Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Revolving Loans being converted and no such partial conversion of Eurodollar LIBOR Loans shall reduce the outstanding principal amount of such Eurodollar LIBOR Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (iib) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar LIBOR Loans if no Default or Event of Default is in existence on the date of the conversion, and (iiic) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar LIBOR Loans than is permitted under Section 2.02. Each such conversion shall be effected by the respective Borrower by giving the Administrative Agent at the Notice Office notice thereof, which notice must be received by the Administrative Agent prior to 2:00 1:00 P.M. (New York City time) at least (xi) in the case of conversions of Base Rate Loans into Eurodollar LIBOR Loans, three Business Days’ prior notice and (yii) in the case of conversions of Eurodollar LIBOR Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the Revolving Loans to be so converted, the Borrowing or Borrowings pursuant to which such Revolving Loans were incurred and, if to be converted into Euro Rate LIBOR Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Revolving Loans.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans Loans, which may not be converted pursuant to this Section 2.062.05) made pursuant to one or more Borrowings of one or more Types of Loans into a Borrowing of another Type of Loan, provided that, that (i) except as otherwise provided in Section 2.10(b2.09(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversionconversion and so long as the Administrative Agent has or the Required Lenders have not determined in its or their sole discretion not to permit such continuation, (iii) unless the Administrative Agent has determined that the Syndication Date has occurred (at which time this clause (iii) shall no longer be applicable), prior to the 90th day following the Initial Borrowing Date, conversions of Base Rate Loans into Eurodollar Loans may only be made if any such conversion is effective on the first day of the first, second or third Interest Period and so long as such conversion does not result in a greater number of Borrowings of Eurodollar Loans prior to the 90th day after the Initial Borrowing Date than are permitted under Section 2.01, and (iiiiv) no conversion pursuant to this Section 2.06 2.05 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case ) in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion at least equal to at least the Minimum Borrowing Amount of the outstanding principal amount of the Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types Type of Loans Loan into a Borrowing or Borrowings (of another the same Tranche) of the other Type of Loan, ; provided that, : (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, ; (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and ; (iii) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02; and (iv) prior to the Syndication Termination Date, no C Term Loan or B Revolving Loan may be converted into a Eurodollar Loan, except that on the Initial Eurodollar Loan Borrowing Date, C Term Loans and B Revolving Loans may be converted into Eurodollar Loans with an Interest Period of one month (or such shorter period as may be acceptable to the Borrower and the Banks with Loans and/or Commitments under the respective Tranche). Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ ' prior written notice and (yor telephonic notice promptly confirmed in writing) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “"Notice of Conversion/Continuation”), in each case ") which notice shall be in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings Borrowing(s) pursuant to which such Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion at least equal to at least the Minimum Borrowing Amount of the outstanding principal amount of the Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types Type of Loans Loan into a Borrowing or Borrowings (of another the same Tranche) of the other Type of Loan, ; provided that, : (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, ; (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and ; (iii) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02; and (iv) prior to the Syndication Termination Date, no Loan may be converted into Eurodollar Loans except that on the Initial Eurodollar Loan Borrowing Date, Revolving Loans may be converted into Eurodollar Loans with an Interest Period of one month. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ ' prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior written notice (each, or telephonic notice promptly confirmed in writing) (each a “"Notice of Conversion/Continuation”), in each case ") which notice shall be in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings Borrowing(s) pursuant to which such Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Each Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion equal to at least the Minimum Borrowing Amount $2,000,000 (and, if greater, in an integral multiple of $500,000), of the outstanding principal amount of Revolving Loans (other than Swingline Loans which may not be converted pursuant made to this Section 2.06) made such Borrower pursuant to one or more Borrowings of one or more Types of Loans into a Borrowing of another Type of Loan, provided that, that (i) except as otherwise provided in Section 2.10(b1.11(b), Eurodollar Eurocurrency Loans denominated in Dollars may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted thereto and no such partial conversion of Eurodollar Eurocurrency Loans shall reduce the outstanding principal amount of such Eurodollar Eurocurrency Loans made pursuant to a any single Borrowing to less than the Minimum Borrowing Amount applicable thereto$2,000,000, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Eurocurrency Loans denominated in Dollars if no Default or Event of Default is in existence on the date of the conversion, conversion and (iii) no conversion pursuant to this Section 2.06 1.07 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.01(e). Neither Swingline Loans nor Loans denominated in a currency other than Dollars may be converted pursuant to this Section 1.07. Each such conversion shall be effected by the such Borrower by giving the Administrative Agent at the its Notice Office prior to 2:00 P.M. 11:00 A.M. (New York City time) at least three Business Days' (x) one Business Day's in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s ) prior written notice (each, or telephone notice promptly confirmed in writing) (each a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings Borrowing(s) pursuant to which such Loans were incurred made, the date of such conversion (which shall be a Business Day) and, if to be converted into Euro Rate Eurocurrency Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The (a) Each Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of U.S. Dollar Denominated Loans (other than Swingline Loans which may not be converted pursuant made to this Section 2.06) made it pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of U.S. Dollar Denominated Revolving Loans into a Borrowing (of the same Tranche) of another Type of U.S. Dollar Denominated Revolving Loan, ; provided that, (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Eurodollar Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless following notice by the Administrative Agent or the Required Lenders otherwise agreeto Holdings during the continuation of any Default or Event of Default (although no such notice shall be required following an Event of Default under Section 11.01(g) or (h)), Base Rate Loans may only not be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversionLoans, and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion shall be effected by the relevant Borrower (of U.S. Dollar Denominated Revolving Loan being converted) by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (xi) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (yii) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the U.S. Dollar Denominated Revolving Loans to be so converted, the Borrowing or Borrowings pursuant to which such U.S. Dollar Denominated Loans were incurred and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its U.S. Dollar Denominated Revolving Loans. (b) Conversions of Bankers’ Acceptance Loans (so long as of the same Tranche) into Canadian Prime Rate Loans (of the same Tranche) shall be made in the circumstances, and to the extent, provided in Schedule 1.01(b). Except as provided in Schedule 1.01(b), Bankers’ Acceptance Loans shall not be permitted to be converted into Canadian Prime Rate Loans prior to the maturity date of the respective Bankers’ Acceptance or B/A Equivalent Note, as the case may be. (c) Each Borrower shall have the option to convert on any Business Day occurring on or after the Funding Date, all or a portion at least equal to the Minimum Borrowing Amount of the outstanding principal amount of Canadian Prime Rate Loans made to such Borrower pursuant to one or more Borrowings (so long as of the same Tranche) of Canadian Dollar Denominated Revolving Loans into a Borrowing or Borrowings (of the same Tranche) of Bankers’ Acceptance Loans; provided that (i) following notice by the Administrative Agent or the Required Lenders to Holdings during the continuation of any Default or Event of Default (although no such notice shall be required following an Event of Default under Section 11.01(g) or (h)), Canadian Prime Rate Loans may not be converted into Bankers’ Acceptance Loans and (ii) Borrowings of Bankers’ Acceptance Loans resulting from this Section 2.06 shall be limited in number as provided in Section 2.02. Each such conversion shall be effected by the relevant Borrower (of Canadian Dollar Denominated Revolving Loan being converted), by giving the Administrative Agent at the Notice Office, prior to 12:00 Noon (New York City time), at least three Business Days prior to the date of the proposed conversion, a Notice of Conversion/Continuation specifying the Canadian Dollar Denominated Revolving Loans maintained as Canadian Prime Rate Loans to be so converted into Bankers’ Acceptance Loans, the Borrowing or Borrowings pursuant to which such Canadian Dollar Denominated Revolving Loans were made and the term of the proposed Borrowing of Bankers’ Acceptance Loans (which, in each case, shall comply with the requirements of Schedule 1.01(b)). The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Canadian Dollar Denominated Revolving Loans maintained as Canadian Prime Rate Loans.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing (of the same Tranche) of another Type of Loan, provided that, that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 11:00 A.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice notice, and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount $1,000,000 of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans Type into a Borrowing of another Type of LoanLoans; provided, provided that, that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto$1,000,000, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only not be converted into Eurodollar Loans if no (x) a Default or an Event of Default under Section 10.05 is in existence on the date of the conversion or (y) any other Default or Event of Default is in existence on the date of the conversionconversion and the Administrative Agent has received instructions from the Required Lenders to that effect, and (iii) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 11:00 A.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s Days prior notice (each, each a “Notice of Conversion/Continuation”), in each case ) in the form of Exhibit A-2, appropriately completed to specify (A) the Loans to be so converted, (B) the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted (C) in the case of a conversion into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans. Upon any such conversion the proceeds thereof will be deemed to be applied directly on the day of such conversion to prepay the outstanding principal amount of the Loans being converted.

Conversions. The (a) Each Borrower shall have the option to convert, on any Business Day beginning three Business Days following occurring on or after the Initial Borrowing Effective Date, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Dollar Loans (other than Swingline Loans which or Canadian Term Loans, as the case may not be converted pursuant be, made to this Section 2.06) made such Borrower pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Dollar Loans or Types of Canadian Term Loans, as the case may be, into a Borrowing (of the same Tranche) of another Type of Dollar Loan or Canadian Term Loan, as the case may be, provided that, that (i) except as otherwise provided in Section 2.10(bSections 2.10(a) and 2.10(c), (x) Eurodollar Loans may be converted into Base Rate Loans and (y) CDOR Rate Loans may be converted into Canadian Prime Rate Loans, in each case, only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans or CDOR Rate Loans, as the case may be, shall reduce the outstanding principal amount of such Eurodollar Loans or CDOR Rate Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, (x) Base Rate Loans may only be converted into Eurodollar Loans and (y) Canadian Prime Rate Loans may only be converted into CDOR Rate Loans, in each case, if no Specified Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 2.06(a) shall result in a greater number of Borrowings of Eurodollar Euro Rate Loans and CDOR Rate Loans than is permitted under Section 2.022.02 and (iv) Swingline Loans may not be converted pursuant to this Section 2.06. Each such conversion pursuant to this Section 2.06(a) shall be effected by the respective Borrower by giving the Administrative Agent at the applicable Notice Office prior to 2:00 1:00 P.M. (New York City timeLocal Time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans (in the case of Dollar Loans) or CDOR Rate Loan (in the case of Canadian Term Loans), three (3) Business Days’ prior notice notice, and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans (in the case of Dollar Loans) or Canadian Prime Rate Loans (in the case of Canadian Term Loans), one (1) Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case ) in the form of Exhibit A-2, appropriately completed to specify the Dollar Loans or Canadian Term Loans to be so converted, the Borrowing or Borrowings Borrowing(s) pursuant to which such Dollar Loans or Canadian Term Loans were incurred made and, if to be converted into Euro Eurodollar Loans (in the case of Dollar Loans) or CDOR Rate Loans (in the case of Canadian Term Loans), the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Dollar Loans and/or Canadian Term Loans. For the avoidance of doubt, it is understood that any conversion of one Type of Canadian Term Loan into another Type of Canadian Term Loan shall not constitute a repayment of any Canadian Term Loan being so converted. (b) The Canadian Revolving Borrowers shall have the option to convert, on any Business Day occurring on or after the Effective Date, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Canadian Revolving Loans constituting Canadian Prime Rate Loans into a Borrowing of CDOR Rate Loans; provided, that (i) unless the Required Lenders otherwise agree, Canadian Prime Rate Loans may only be converted into CDOR Rate Loans if no Specified Default or Event of Default is in existence on the date of the conversion, and (ii) no conversion pursuant to this Section 2.06(b) shall result in a greater number of CDOR Rate Loans than is permitted under Section 2.02. Each conversion pursuant to this Section 2.06(b) shall be effected by the relevant Canadian Revolving Borrower by giving the Administrative Agent at the applicable Notice Office prior to 1:00 P.M. (Local Time) at least three (3) Business Days’ prior notice in the form of Exhibit A-2, appropriately completed to specify the Canadian Prime Rate Loans to be so converted into CDOR Rate Loans. The Administrative Agent shall give each Canadian Revolving Lender prompt notice of any such proposed conversion affecting any of its Canadian Prime Rate Loans.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing (of the same Tranche) of another Type of Loan, provided that, (i) except as otherwise provided in Section 2.10(b), Eurodollar LIBOR Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar LIBOR Loans shall reduce the outstanding principal amount of such Eurodollar LIBOR Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless Base Rate Loans may not be converted into LIBOR Loans if any Event of Default exists pursuant to Section 10 on the date of conversion, (iii) if any Event of Default (other than as referred to in preceding clause (ii)) is in existence on the date of the proposed conversion of a LIBOR Loan, (x) Base Rate Loans may not be converted into LIBOR Loans if the Administrative Agent or the Required Lenders otherwise agreehave notified the Borrower that conversions will not be permitted during the existence of such Event of Default and (y) in the absence of the notification referred to in preceding clause (x), Base Rate Loans may only be converted into Eurodollar LIBOR Loans if no Default or Event with an Interest Period of Default is in existence on the date of the conversionone (1) month, and (iiiiv) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans more than is permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. six (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”6), in each case in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, convert on ----------- any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of the Loans (other than Swingline Loans which may not be converted owing pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans a single Facility into a Borrowing or Borrowings pursuant to such Facility of another Type of Loan, Loan provided that, that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans and C Term Loans-Fixed Rate may only not be converted into Eurodollar Loans if no when a Default under Section 8.01 or an Event of Default is in existence on the date of the proposed conversion if the Administrative Agent or the Required Lenders shall have determined in its or their sole discretion not to permit such conversion, and (iii) Borrowings of Eurodollar Loans resulting from this Section 1.06 shall be limited in number as provided in Section 1.02 and (iv) no conversion of any C Term Loan-Fixed Rate shall be made pursuant to this Section 2.06 1.06 until the FRE Date applicable thereto, at which time such Loans shall result in a greater number of Borrowings of be converted into Eurodollar Loans than is permitted under and/or Base Rate Loans as elected by the Borrower in the absence of giving any such notice, shall be automatically converted into Base Rate Loans) and such resulting Eurodollar Loans and Base Rate Loans shall thereafter be subject to conversion as provided in this Section 2.021.06. Each such conversion con version shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office Office, prior to 2:00 P.M. 12:00 Noon (New York City time) ), at least three Business Days' (x) or one Business Day's, in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (or telephonic notice promptly confirmed in writing) (each, a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so convertedconverted (including the relevant Facility), the Borrowing or Borrowings pursuant Type of Loans to which such Loans were incurred be converted into and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable theretothere to. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The (a) Each U.S. Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of U.S. Borrower Revolving Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of U.S. Borrower Revolving Loans into a Borrowing of another Type of U.S. Borrower Revolving Loan, ; provided that, (i) except as otherwise provided in Section 2.10(b)) or upon payment of any costs required to be paid pursuant to Section 2.11, Eurodollar LIBOR Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the LIBOR Loans being converted and no such partial conversion of Eurodollar LIBOR Loans shall reduce the outstanding principal amount of such Eurodollar LIBOR Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless following notice by the Administrative Agent or the Required Lenders otherwise agreeto the Company during the continuation of any Default or Event of Default (although no such notice shall be required following any Default or Event of Default under Section 11.05), Base Rate Loans may only not be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversionLIBOR Loans, and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Interest Period Loans than is permitted under Section 2.02. Each such conversion shall be effected by the respective U.S. Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 11:00 A.M. (New York City time) at least (xi) in the case of conversions of Base Rate Loans into Eurodollar LIBOR Loans, three Business Days’ prior notice and (yii) in the case of conversions of Eurodollar LIBOR Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case substantially in the form of Exhibit A-2, appropriately completed to specify the U.S. Borrower Revolving Loans to be so converted, the Borrowing or Borrowings pursuant to which such U.S. Borrower Revolving Loans were incurred and, if to be converted into Euro Rate LIBOR Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its U.S. Borrower Revolving Loans. (b) The Canadian Borrower shall have the option to convert on any Business Day occurring on or after the Effective Date, all or a portion at least equal to the Minimum Borrowing Amount of the outstanding principal amount of Canadian Borrower Revolving Loans made pursuant to one or more Borrowings of one or more Types of Canadian Borrower Revolving Loans into a Borrowing of another Type of Canadian Borrower Revolving Loans; provided that (i) unless accompanied by payment of any costs required to be paid pursuant to Section 2.11, Canadian BA Rate Loans may be converted into Canadian Prime Rate Loans only on the last day of an Interest Period applicable to the Canadian BA Rate Loans being converted and no such partial conversion of Canadian BA Rate Loans shall reduce the outstanding principal amount of such Canadian BA Rate Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) Canadian Prime Rate Loans may not be converted into Canadian BA Rate Loans if a Default or an Event of Default is in existence on the date of such conversion and (iii) Borrowings of Canadian BA Rate Loans resulting from this Section 2.06 shall be limited in number as provided in Section 2.02. Each such conversion shall be effected by the Canadian Borrower by giving the Administrative Agent at the Notice Office, prior to 11:00 A.M. (New York City time), at least three Business Days prior to the date of the proposed conversion, a Notice of Conversion/Continuation specifying the Canadian Borrower Revolving Loans to be so converted into Canadian BA Rate Loans, the Borrowing or Borrowings pursuant to which such Canadian Borrower Revolving Loans were made and the term of the proposed Borrowing of Canadian BA Rate Loans. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Canadian Borrower Revolving Loans maintained as Canadian Prime Rate Loans.

Conversions. The (a) Each Dollar Revolving Loan Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount (for the Type of Dollar Revolving Loan into which the conversion is being made), of the outstanding principal amount of Dollar Revolving Loans (other than Swingline Loans which may not be converted pursuant made to this Section 2.06) made such Dollar Revolving Loan Borrower pursuant to one or more Borrowings of one or more Types of Dollar Revolving Loans into a Borrowing of another Type of Dollar Revolving Loan, provided that, (i) except as otherwise provided in Section 2.10(b)Dollar Revolving Loans shall not be permitted to be converted into Non-Dollar Alternate Currency Revolving Loans, (ii) if Eurodollar Loans may be are converted into Base Rate Loans only on a date other than the last day of an Interest Period applicable to the Dollar Revolving Loans being converted and converted, the respective Dollar Revolving Loan Borrower shall compensate the applicable Lenders for any breakage costs incurred in connection therewith as set forth in Section 1.12, (iii) no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the applicable Minimum Borrowing Amount applicable theretofor Eurodollar Loans, (iiiv) unless the Required Lenders otherwise agree, Base Rate Loans may only not be converted into Eurodollar Loans if no Default or any Event of Default is in existence exists on the date of the conversion, and (iiiv) no conversion pursuant to this Section 2.06 1.07 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02. Each such conversion shall be effected by the respective Dollar Revolving Loan Borrower by giving the Administrative Agent at the Notice Office Office, prior to 2:00 P.M. 4:00 p.m. (New York City time) ), at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, ) specifying the Borrowing or Borrowings pursuant to which such Dollar Revolving Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Dollar Revolving Loans. (b) Each Alternate Currency Revolving Loan Borrower shall be entitled: (i) to convert from time to time any Borrowing of Canadian Prime Rate Loans then outstanding into a Borrowing of Bankers’ Acceptance Loans in an aggregate Face Amount equal to the aggregate principal amount (in Canadian Dollars) of the outstanding Canadian Prime Rate Loans pursuant to such Borrowing, provided that the applicable Alternate Currency Revolving Loan Borrower shall pay the proceeds of such Bankers’ Acceptance Loans, together with such additional funds as may be required, to the Administrative Agent for the account of the relevant Alternate Currency RL Lenders to repay such Borrowing of outstanding Canadian Prime Rate Loans, and provided further that such Canadian Prime Rate Loans are repaid and such Bankers’ Acceptance Loans are obtained, in each case in accordance with Section 1, Schedule III and any other applicable provisions of this Agreement; and (ii) contemporaneously with the maturity of any outstanding Bankers’ Acceptance Loans, to obtain Bankers’ Acceptance Loans or Canadian Prime Rate Loans in an aggregate Face Amount or principal amount, as the case may be, equal to the aggregate Face Amount of such maturing Bankers’ Acceptance Loans, provided that the applicable Alternate Currency Revolving Loan Borrower shall pay the proceeds of such new Canadian Dollar Revolving Loan, together with such additional funds as may be required, to the Administrative Agent for the account of the relevant Alternate Currency RL Lenders to repay such maturing Bankers’ Acceptance Loans, and provided further that such new Canadian Dollar Revolving Loans are obtained in accordance with Section 1, Schedule III and any other applicable provisions of this Agreement. (c) Mandatory conversions of Bankers’ Acceptance Loans into Canadian Prime Rate Loans shall be made in the circumstances, and to the extent, provided in clause (i) of Schedule III. Except as otherwise provided under Section 1.17, Bankers’ Acceptance Loans shall not be permitted to be converted into any other Type of Loan prior to the maturity date of the respective Bankers’ Acceptance Loan.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings (so long as of the same Class) of one or more Types of Loans into a Borrowing (of the same Class) of another Type of Loan, ; provided that, (i) except as otherwise provided in Section 2.10(b), Eurodollar LIBOR Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted unless the Borrower pays any amounts due under Section 2.11 and no such partial conversion of Eurodollar LIBOR Loans shall reduce the outstanding principal amount of such Eurodollar LIBOR Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless Base Rate Loans may not be converted into LIBOR Loans if any Event of Default exists pursuant to Section 11.05 on the date of conversion, (iii) if any Event of Default (other than as referred to in preceding clause (ii)) is in existence on the date of the proposed conversion of a LIBOR Loan, (x) Base Rate Loans may not be converted into LIBOR Loans if the Administrative Agent or the Required Lenders otherwise agreehave notified the Borrower that conversions will not be permitted during the existence of such Event of Default and (y) in the absence of the notification referred to in preceding clause (x), Base Rate Loans may only be converted into Eurodollar LIBOR Loans if no Default or Event with an Interest Period of Default is in existence on the date of the conversion, one (1) month and (iiiiv) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar LIBOR Loans than is permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. (New York City time) 12:00 noon at least (x) in the case of conversions of Base Rate Loans into Eurodollar LIBOR Loans, three (3) Business Days’ prior notice and (y) in the case of conversions of Eurodollar LIBOR Loans into Base Rate Loans, one (1) Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case substantially in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate LIBOR Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Each Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing (of the same Tranche) of another Type of Loan, provided that, (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, conversion and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion shall be effected by the a Borrower by giving the Administrative Collateral Agent at the Notice Office prior to 2:00 1:00 P.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Collateral Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Each Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of its Revolving Loans (other than Swingline constituting Base Rate Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Eurodollar Loans into a Borrowing or Borrowings of another Type of LoanRevolving Loans constituting Eurodollar Loans or Base Rate Loans, respectively, provided that, that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only not be converted into Eurodollar Loans if no when a Default or Event of Default is then in existence on if the date of Administrative Agent or the conversion, Required Lenders shall have determined in its or their sole discretion not to permit such conversion and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under resulting from this Section 2.021.07 shall be limited in number as provided in Section 1.02. Each such conversion shall be effected by the respective Borrower by giving the Administrative Agent at the Notice Office Office, prior to 2:00 P.M. 12:00 Noon (New York City time) ), at least three Business Days’ (x) or one Business Day in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (or telephonic notice promptly confirmed in writing) (each, a “Notice of Conversion/Continuation”), in each case in ) specifying the form of Exhibit A-2, appropriately completed to specify the Revolving Loans to be so converted, the Borrowing or Borrowings pursuant Type of Loans (as to which such Loans were incurred interest option) to be converted into and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion at least equal to at least $1,000,000 (and, if in excess thereof, an integral multiple of $500,000) of the Minimum Borrowing Outstanding Amount of the outstanding principal amount Loans of Loans (other than Swingline Loans which may not be converted one Type pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans a Facility into a Borrowing or Borrowings of another the other Type of Loan, Loan under such Facility; provided that, that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto$1,000,000, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default has occurred and is in existence continuing on the date of the such conversion, and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under resulting from this Section 2.021.06 shall be limited in number as provided in Section 1.02 and (iv) each such conversion shall be made pro rata among the Loans of each Bank of the Type being converted. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office Office, prior to 2:00 P.M. 12:00 Noon (New York City time) ), at least three Business Days' (x) or one Business Day's in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (each, or telephonic notice promptly confirmed in writing) (each a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Type of Loans were incurred and, if to be converted into Euro Rate and, if such Loans are to be converted into a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings (so long as of the same Class) of one or more Types of Loans into a Borrowing (of the same Class) of another Type of Loan, ; provided that, (i) except as otherwise provided in Section 2.10(b), Eurodollar LIBOR Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted unless the Borrower pays any amounts due under Section 2.11 and no such partial conversion of Eurodollar LIBOR Loans shall reduce the outstanding principal amount of such Eurodollar LIBOR Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless Base Rate Loans may not be converted into LIBOR Loans if any Event of Default exists pursuant to Section 11.05 on the date of conversion, (iii) if any Event of Default (other than as referred to in preceding clause (ii)) is in existence on the date of the proposed conversion of a LIBOR Loan, (x) Base Rate Loans may not be converted into LIBOR Loans if the Administrative Agent or the Required Lenders otherwise agreehave notified the Borrower that conversions will not be permitted during the existence of such Event of Default and (y) in the absence of the notification referred to in preceding clause (x), Base Rate Loans may only be converted into Eurodollar LIBOR Loans if no Default or Event with an Interest Period of Default is in existence on the date of the conversion, one (1) month and (iiiiv) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar LIBOR Loans than is permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. (New York City time) 11:00 a.m. at least (x) in the case of conversions of Base Rate Loans into Eurodollar LIBOR Loans, three (3) Business Days’ prior notice and (y) in the case of conversions of Eurodollar LIBOR Loans into Base Rate Loans, one (1) Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case substantially in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate LIBOR Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Revolving Loans (other than Swingline or Term Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types Type of Revolving Loans into a Borrowing of another Type of LoanRevolving Loans or Term Loans, provided that, that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only not be converted into Eurodollar Loans if no (x) a Default or an Event of Default under Section 10.05 is in existence on the date of the conversion or (y) any other Default or Event of Default is in existence on the date of the conversionconversion and the Administrative Agent has received instructions from the Required Lenders to that effect, and (iii) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 11:00 A.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s Days prior notice (each, each a “Notice of Conversion/Continuation”), in each case ) in the form of Exhibit A-2, appropriately completed to specify (A) the Revolving Loans and/or Term Loans to be so converted, (B) the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted (C) in the case of a conversion into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender of the applicable Class prompt notice of any such proposed conversion affecting any of its Loans. Upon any such conversion the proceeds thereof will be deemed to be applied directly on the day of such conversion to prepay the outstanding principal amount of the Loans being converted. Swingline Loans may not be converted pursuant to this Section 1.06.

Conversions. The Borrower shall have the option to convert, convert on ----------- any Business Day beginning three Business Days following occurring on or after the Initial Borrowing Restatement Effective Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of the Revolving Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans owing by the Borrower into a Borrowing or Borrowings of another Type of Loan; provided, provided that, that (i) except as -------- otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default payment Default, or Event of Default Default, is in existence on the date of the conversion, and (iii) no conversion pursuant to Borrowings of Eurodollar Loans resulting from this Section 2.06 1.06 shall be limited in number as provided in Section 1.02 and (iv) unless the Agent has determined that the Syndication Date has occurred (at which time this clause (iv) shall no longer be applicable), prior to the 90th day after the Restatement Effective Date, conversions of Base Rate Loans into Eurodollar Loans may only be made if any such conversion is effective on the first day of the first, second or third Interest Period referred to in clause (y) of the proviso to each of Section 1.01(a)(ii) and then only so long as such conversion does not result in a greater number of Borrowings of Eurodollar Loans than is prior to the 90th day after the Restatement Effective Date as are permitted under Section 2.02such Sections. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office Office, prior to 2:00 P.M. 11:00 A.M. (New York City time) ), at least three Business Days' (x) or one Business Day's in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (or telephonic notice promptly confirmed in writing) (each, a “"Notice of Conversion/Continuation”), in each case in ") specifying the form of Exhibit A-2, appropriately completed to specify the Revolving Loans to be so converted, the Borrowing or Borrowings pursuant Type of Revolving Loans to which such Loans were incurred be converted into and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Revolving Loans.

Conversions. The Each Borrower shall have the option to convert, on any Business Day beginning three Business Days following occurring on or after the Initial Borrowing Date, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Dollar Loans (other than Swingline Loans which may not be converted pursuant made to this Section 2.06) made such Borrower pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Dollar Loans into a Borrowing (of the same Tranche) of another Type of Dollar Loan, provided that, that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02 and (iv) Swingline Loans may not be converted pursuant to this Section 1.06. Each such conversion pursuant to this Section 1.06 shall be effected by the respective Borrower by giving the Administrative Agent at the applicable Notice Office prior to 2:00 1:00 P.M. (New York City timeLocal Time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s ' prior notice (each, each a “"Notice of Conversion/Continuation”), in each case ") in the form of Exhibit A-2, appropriately completed to specify the Dollar Loans to be so converted, the Borrowing or Borrowings Borrowing(s) pursuant to which such Dollar Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Dollar Loans. Upon any such conversion the proceeds thereof will be applied directly on the day of such conversion to prepay the outstanding principal amount of the Dollar Loans being converted.

Conversions. The (a) Each Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of U.S. Dollar Denominated Loans (other than Swingline Loans which may not be converted pursuant made to this Section 2.06) made it pursuant to one or more Borrowings (so long as of the same Facility) of one or more Types of U.S. Dollar Denominated Revolving Loans into a Borrowing (of the same Facility) of another Type of U.S. Dollar Denominated Revolving Loan, ; provided that, (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless following notice by the Administrative Agent or the Required Lenders otherwise agreeto AbitibiBowater during the continuation of any Default or Event of Default (although no such notice shall be required following an Event of Default under Section 11.01(g) or (h)), Base Rate Loans may only not be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversionLoans, and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion shall be effected by the relevant Borrower (of U.S. Dollar Denominated Revolving Loan being converted) by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the U.S. Dollar Denominated Revolving Loans to be so converted, and the Borrowing or Borrowings pursuant to which such U.S. Dollar Denominated Loans were incurred and, if to be converted into Euro Rate Loans, the Interest Period to be initially applicable theretoincurred. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its U.S. Dollar Denominated Revolving Loans. (b) Conversions of Bankers’ Acceptance Loans into Canadian Prime Rate Loans shall be made in the circumstances, and to the extent, provided in Schedule 1.01(b). Except as provided in Schedule 1.01(b), Bankers’ Acceptance Loans shall not be permitted to be converted into Canadian Prime Rate Loans prior to the maturity date of the respective Bankers’ Acceptance or B/A Equivalent Note, as the case may be. (c) Each Borrower shall have the option to convert on any Business Day occurring on or after the Effective Date, all or a portion at least equal to the Minimum Borrowing Amount of the outstanding principal amount of Canadian Prime Rate Loans made to such Borrower pursuant to one or more Borrowings (so long as of the same Facility) of Canadian Dollar Denominated Revolving Loans into a Borrowing or Borrowings (of the same Facility) of Bankers’ Acceptance Loans; provided that (i) following notice by the Administrative Agent or the Required Lenders to AbitibiBowater during the continuation of any Default or Event of Default (although no such notice shall be required following an Event of Default under Section 11.01(g) or (h)), Canadian Prime Rate Loans may not be converted into Bankers’ Acceptance Loans and (ii) Borrowings of Bankers’ Acceptance Loans resulting from this Section 2.06 shall be limited as provided in Section 2.02. Each such conversion shall be effected by the relevant Borrower (of Canadian Dollar Denominated Revolving Loan being converted), by giving the Administrative Agent at the Notice Office, prior to 12:00 Noon (New York City time), at least three Business Days prior to the date of the proposed conversion, a Notice of Conversion/Continuation specifying the Canadian Dollar Denominated Revolving Loans maintained as Canadian Prime Rate Loans to be so converted into Bankers’ Acceptance

Conversions. The Each Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following occurring on or after the Initial Borrowing Second Restatement Effective Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of its Revolving Loans (other than Swingline denominated in a single Approved Currency and constituting Base Rate Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Eurodollar Loans into a Borrowing or Borrowings of another Type of LoanRevolving Loans denominated in such Approved Currency and constituting Eurodollar Loans or Base Rate Loans, respectively, provided that, that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans denominated in a currency other than Dollars may not be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and Loans, (ii) no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (iiiii) unless the Required Lenders otherwise agree, Base Rate Loans may only not be converted into Eurodollar Loans if no when a Default or Event of Default is then in existence on if the date of Administrative Agent or the conversion, Required Lenders shall have determined in its or their sole discretion not to permit such conversion and (iiiiv) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under resulting from this Section 2.021.07 shall be limited in number as provided in Section 1.02. Each such conversion shall be effected by the respective Borrower by giving the Administrative Agent at the Notice Office Office, prior to 2:00 P.M. 12:00 Noon (New York City time) ), at least three Business Days’ (x) or one Business Day in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (or telephonic notice promptly confirmed in writing) (each, a “Notice of Conversion/Continuation”), in each case in ) specifying the form of Exhibit A-2, appropriately completed to specify the Revolving Loans to be so converted, the Borrowing or Borrowings pursuant Type of Loans (as to which such Loans were incurred interest option) to be converted into and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing (of the same Tranche) of another Type of Loan, provided that, that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, (iii) unless the Administrative Agent otherwise has agreed or has determined that the Syndication Date has occurred (at which time this clause (iii) shall no longer be applicable), prior to the 90th day following the Initial Borrowing Date, conversions of Initial Term Loans that are maintained as Base Rate Loans into Eurodollar Loans may only be made if any such conversion is effective on the first day of the first, second or third Interest Period referred to in clause (B) of Section 2.01(a)(ii) and so long as such conversion does not result in a greater number of Borrowings of Eurodollar Loans prior to the 90th day after the Initial Borrowing Date than are permitted under Section 2.01(a)(ii), and (iiiiv) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 11:00 A.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice notice, and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, on ----------- any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Foreign Currency Revolving Loans and Swingline Loans which may not be converted pursuant to this Section 2.061.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing (of the same Tranche) of another Type of Loan, provided that, (i) except as otherwise provided in Section 2.10(b-------- 1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only not be converted into Eurodollar Loans if no a Default or an Event of Default is in existence on the date of the conversionconversion and either the Administrative Agent or the Required Lenders have notified the Borrower that such conversions are no longer permitted (which notice may be given by the Administrative Agent or the Required Lenders in their sole discretion), provided that no such notice shall -------- be required if a Default or an Event of Default under Section 10.05 exists and is continuing (in which case Base Rate Loans may not be converted into Eurodollar Loans), (iii) unless the Administrative Agent has otherwise determined in its sole discretion or has determined that the Syndication Date has occurred (at which time this clause (iii) shall no longer be applicable), prior to the 90th day following the Initial Borrowing Date, conversions of Base Rate Loans into Eurodollar Loans shall be subject to the provisions of clause (B) of the proviso in each of Sections 1.01(a)(iii), 1.01(b)(iii) and 1.01(d)(ii), and (iiiiv) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Euro Rate Loans than is permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans1.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount $10,000,000 (and, if greater, in integral multiples of $5,000,000) of the outstanding principal amount of Revolving Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Revolving Loans into a Borrowing of another Type of Revolving Loan, provided that, PROVIDED that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Revolving Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto$10,000,000, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02 and (iv) prior to June 1, 1998, no Revolving Loan may be converted into Eurodollar Loans. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office prior to 2:00 P.M. 11:00 A.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s ' prior notice (each, a “"Notice of Conversion/Continuation”), in each case in ") specifying the form of Exhibit A-2, appropriately completed to specify the Revolving Loans to be so converted, the Borrowing or Borrowings pursuant to which such Revolving Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Revolving Loans.

Conversions. The Each Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following occurring after the Initial Borrowing Restatement Effective Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of the Revolving Loans (other than Swingline Loans which may not be converted pursuant made to this Section 2.06) made it pursuant to one or more Borrowings of one or more Types of Revolving Loans into a Borrowing or Borrowings of another Type of Revolving Loan, provided that, that (i) except as otherwise provided in Section 2.10(b1.11(b), Eurodollar Loans may be converted into Base Rate Revolving Loans of another Type only on the last day of an Interest Period applicable to the Loans being converted thereto and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar the Revolving Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Revolving Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under resulting from this Section 2.021.07 shall be limited in number as provided in Section 1.02 and (iv) Revolving Loans denominated in a Primary Alternate Currency may not be converted into Base Rate Loans. Each such conversion shall be effected by the applicable Borrower by giving the Administrative Agent at the its Notice Office Office, prior to 2:00 P.M. 12:00 Noon (New York City time) ), at least (x) three Business Days or, in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one prior to 10:00 A.M. (New York time) on the same Business Day’s , prior written notice (or telephonic notice promptly confirmed in writing) (each, a “Notice of Conversion/Continuation”), in each case in ) specifying the form of Exhibit A-2, appropriately completed to specify the Revolving Loans to be so converted, the Borrowing or Borrowings pursuant Type of Revolving Loans to which such Loans were incurred be converted into and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Revolving Loans.

Conversions. The Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following occurring on or after the Initial Borrowing Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans Loans, which may not shall at all times be converted pursuant to this Section 2.06maintained as Base Rate Loans) made pursuant to one or more Borrowings of one or more Types of Loans under a single Tranche into a Borrowing or Borrowings of another Type of Loan, Loan under such Tranche; provided that, that (i) except as otherwise provided in Section 2.10(b)) or unless the Borrower pays all breakage costs and other amounts owing to each Lender pursuant to Section 2.11 concurrently with any such conversion, Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted converted, and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to Borrowings of Eurodollar Loans resulting from this Section 2.06 shall result be limited in a greater number of Borrowings of Eurodollar Loans than is permitted under as provided in Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office Office, prior to 2:00 P.M. 12:00 Noon (New York City time) ), at least three Business Days’ (x) or one Business Day’s in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (or telephonic notice promptly confirmed in writing) (each, a “Notice of Conversion/Continuation”), in each case ) in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings Borrowing(s) pursuant to which such the Loans were incurred made and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans. Upon any such conversion, the proceeds thereof will be deemed to be applied directly on the day of such conversion to prepay the outstanding principal amount of the Loans being converted.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following occurring after the Initial Borrowing Date, all or a portion equal to at least the Minimum Borrowing Amount $1,000,000 (and, if greater, in an integral multiple of $500,000) of the outstanding principal amount of Revolving Loans (other than Swingline Loans which may not be converted pursuant made to this Section 2.06) made the Borrower pursuant to one or more Borrowings of one or more Types of Revolving Loans into a Borrowing or Borrowings of another Type of Revolving Loan, provided that, that (i) except as otherwise provided in Section 2.10(b)1.10(b) or unless the Borrower pays all amounts owing pursuant to Section 1.11 concurrently with any such conversion, Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Eurodollar Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto$1,000,000, (ii) unless the Required Lenders otherwise agreeAdministrative Agent has determined that the Syndication Date has occurred (at which time this clause (ii) shall no longer be applicable), prior to the 90th day after the Initial Borrowing Date (or, if later, the last day of the third Interest Period referenced below), conversions of Base Rate Loans into Eurodollar Loans may only be converted into made if any such conversion is effective on the first day of the first, second or third Interest Period referred to in clause (y) of Section 1.01(a)(i) and so long as such conversion does not result in a greater number of Borrowings of Eurodollar Loans prior to the 90th day after the Initial Borrowing Date (or, if no Default or Event later, the last day of Default is in existence on the date of the conversionsuch third Interest Period) as are permitted under such Section, and (iii) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02 and (iv) Swingline Loans may not be converted pursuant to this Section 1.06. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office prior to 2:00 P.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s ' prior notice (each, a “"Notice of Conversion/Continuation”), in each case in ") specifying the form of Exhibit A-2, appropriately completed to specify the Revolving Loans to be so converted, the Borrowing or Borrowings pursuant to which such Revolving Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Revolving Loans.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following occurring on or after the Initial Borrowing earlier of (1) the 15th day after the Restatement Effective Date and (2) the Syndication Date, all or a portion equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of Revolving Loans (other than Swingline Loans which may not be converted pursuant made to this Section 2.06) made the Borrower pursuant to one or more Borrowings of one or more Types of Revolving Loans into a Borrowing of another Type of Revolving Loan, provided that, that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Revolving Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders Banks otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02 and (iv) Swingline Loans may not be converted pursuant to this Section 1.06. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 11:00 A.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ ' prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior written notice (each, each a “"Notice of Conversion/Continuation”), in each case in ") specifying the form of Exhibit A-2, appropriately completed to specify the Revolving Loans to be so converted, the Borrowing or Borrowings Borrowing(s) pursuant to which such Revolving Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Revolving Loans.

Conversions. The Borrower Borrowers shall have the option to convert, convert on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of the Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings from one Type of one or more Types of Loans Loan into a Borrowing of another Type of Loan; provided, provided thathowever, that (i) Loans of a particular Tranche may not be so converted to another Type unless the aggregate principal amount of such Loans to be so converted equals $1,000,000 or an integral multiple of $500,000 in excess thereof, (ii) except as otherwise provided in Section 2.10(b)Sections 2.12, 2.15 and 2.18, no conversion of all or any portion of any Eurodollar Loans Loan into a Base Rate Loan may be converted into Base Rate Loans only effected on any day other than the last day of an Interest Period applicable to the Loans being converted and such Eurodollar Loan, (iii) no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to be less than the Minimum Borrowing Amount applicable thereto$1,000,000, (iiiv) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default has occurred and is in existence continuing on the date of the conversion or would result from such conversion, and (iiiv) no conversion pursuant to this Section 2.06 2.10 shall result in a greater number of Borrowings of Eurodollar Loans Interest Periods than is permitted under Section 2.022.7 hereof. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office prior to 2:00 P.M. 11:00 a.m. (New York City time) at least three (x3) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) substantially in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice form attached hereto as Exhibit G (each, each a “Notice of Conversion/Conversion or Continuation”), in each case in ) specifying (w) the form principal amount of Exhibit A-2, appropriately completed to specify the Loans to be so converted, (x) the Borrowing or Borrowings pursuant to which such Loans were incurred andmade, (y) the Type of Loan from which such amount is being converted and the Type of Loan into which such amount will be converted, and (z) if such amount is to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto or, if such amount is to be continued as a Eurodollar Loan, the portion thereof to be continued and the Interest Period applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of the Loans (other than Swingline Loans which may not at all times shall be converted maintained as Base Rate Loans) owing pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans a single Facility into a Borrowing or Borrowings (under the same Facility) of another Type of Loan, provided that, that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted thereto and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02 and (iv) Swingline Loans may not be converted pursuant to this Section 1.06. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s ' prior notice (each, each a “"Notice of Conversion/Continuation”), in each case ") in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Each Borrower shall have the option to convert, convert on ----------- any Business Day beginning three Business Days following occurring on or after the Initial Borrowing Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not shall at all times be converted pursuant to this Section 2.06maintained as Base Rate Loans) made pursuant to one or more Borrowings of one or more Types of Loans under a single Tranche into a Borrowing or Borrowings of another Type of LoanLoan under such Tranche; provided, provided that, that (i) -------- except as otherwise provided in Section 2.10(b)1.10(b) or unless the respective Borrower pays all breakage costs and other amounts owing to each Bank pursuant to Section 1.11 concurrently with any such conversion, Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted converted, and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to unless the Agent has determined that the Syndication Date has occurred (at which time this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. clause (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”iii), in each case in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Each Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following occurring on or after the Initial Borrowing Second Restatement Effective Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of its Revolving Loans (other than Swingline denominated in a single Approved Currency and constituting Base Rate Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Eurodollar Loans into a Borrowing or Borrowings of another Type of LoanRevolving Loans denominated in such Approved Currency and constituting Eurodollar Loans or Base Rate Loans, respectively, provided that, that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans denominated in a currency other than Dollars may not be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and Loans, (ii) no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (iiiii) unless the Required Lenders otherwise agree, Base Rate Loans may only not be converted into Eurodollar Loans if no when a Default or Event of Default is then in existence on if the date of Administrative Agent or the conversionRequired Lenders shall have determined in its or their sole discretion not to permit such conversion and, and (iiiiv) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under resulting from this Section 2.021.07 shall be limited in number as provided in Section 1.02. Each such conversion shall be effected by the respective Borrower by giving the Administrative Agent at the Notice Office Office, prior to 2:00 P.M. 12:00 Noon (New York City time) ), at least three Business Days’ (x) or one Business Day in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (or telephonic notice promptly confirmed in writing) (each, a “Notice of Conversion/Continuation”), in each case in ) specifying the form of Exhibit A-2, appropriately completed to specify the Revolving Loans to be so converted, the Borrowing or Borrowings pursuant Type of Loans (as to which such Loans were incurred interest option) to be converted into and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Subject to the conditions and limitations set forth in this Agreement, the Borrower shall have the option right from time to converttime to convert all or part of one Type of Loan into another Type of Loan or to continue all or a part of any Loan that is a Eurodollar Loan from one Interest Period to another Interest Period by giving the Administrative Agent written notice (by means of a Notice of Borrowing) (i) in the case of Eurodollar Loans, on any Business Day beginning not later than 12:00 Noon, New York time, three Business Days following before the Initial Borrowing Datedate specified for such proposed conversion or continuation, all and (ii) in the case of Base Rate Loans, not later than 12:00 Noon, New York time, on the Business Day which is the date specified for such proposed conversion or a portion equal to at least continuation. Such notice shall specify (A) the Minimum Borrowing Amount proposed date for conversion or continuation, (B) the amount of the outstanding principal amount of Loans (other than Swingline Loans which may not Loan to be converted pursuant or continued, (C) in the case of conversions, the Type of Loan to this Section 2.06be converted into, and (D) made pursuant to one in the case of a continuation of or more Borrowings of one or more Types of Loans conversion into a Borrowing of another Type of Eurodollar Loan, the duration of the Interest Period applicable thereto; provided that, that (i1) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an the applicable Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable theretoPeriod, (ii2) unless the Required Lenders otherwise agree, except for conversions to Base Rate Loans may only Loans, no conversion shall be converted into Eurodollar Loans if no made while a Default or Event of Default has occurred and is in existence on the date continuing and no continuations of the conversionany Eurodollar Loan from one Interest Period to another Interest Period shall be made while a Default or Event of Default has occurred and is continuing, unless such conversion or continuation has been approved by Majority Lenders, and (iii3) no each such conversion pursuant to or continuation shall be in an amount not less than $200,000,000 and shall be an integral multiple of $10,000,000. All notices given under this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion shall be effected by irrevocable. If the Borrower by giving shall fail to give the Administrative Agent at the Notice Office notice as specified above for continuation or conversion of a Eurodollar Loan prior to 2:00 P.M. (New York City time) at least (x) in the case end of conversions of Base Rate Loans into the Interest Period with respect thereto, such Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to Loan shall automatically be converted into Euro a Base Rate Loans, Loan on the last day of the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any for such proposed conversion affecting any of its LoansEurodollar Loan.

Conversions. (a) The Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans ABR Advances (other than Swingline Loans which may not be converted pursuant to this Section 2.06ABR Advances constituting Swing Line Loans), Eurodollar Advances or Alternate Currency Euro Advances into (i) made pursuant to in the case of an ABR Advance, one or more Borrowings of one or more Types of Loans into a Borrowing of another Type of Loan, provided that, (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable theretoAdvances, (ii) unless in the Required Lenders otherwise agreecase of a Eurodollar Advance, Base Rate Loans may only be converted into Eurodollar Loans if no Default one or Event of Default is in existence on the date of the conversion, and more ABR Advances or one or (iiib) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent written notice at the Notice Office its office set forth in Section 11.2, no later than (i) 2:00 p.m. four Business Days prior to 2:00 P.M. (New York City time) at least (x) the requested Conversion Date in the case of conversions of Base Rate Loans into Eurodollar Loansa conversion to Alternate Currency Euro Advances, (ii) 2:00 p.m. three Business Days’ Days prior notice and (y) to the requested Conversion Date in the case of conversions of a conversion to Eurodollar Loans into Base Rate LoansAdvances, one Business Day’s prior notice (eachspecifying the ABR Advances, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify Eurodollar Advances or the Loans Alternate Currency Euro Advances to be so converted, the Borrowing or Borrowings pursuant to date of such conversion (which such Loans were incurred shall be a Business Day) and, if to be converted into Eurodollar Advances or Alternate Currency Euro Rate LoansAdvances, the Interest Period to be initially applicable thereto. Each such notice shall be irrevocable and shall be given by the delivery by telecopy of a Notice of Conversion (confirmed promptly, and in any event within five Business Days, by the delivery to the Administrative Agent of a Notice of Conversion manually signed by the Borrower). The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans. (c) If with respect to the expiration of an existing Interest Period for a Eurodollar Advance or an Alternate Currency Euro Advance the Borrower has failed to deliver a Notice of Conversion with respect thereto, such Borrower shall be deemed to have elected (i) if a Eurodollar Advance, to convert such Eurodollar Advance to an ABR Advance and (ii) if an Alternate Currency Euro Advance, to convert such Alternate Currency Euro Advance to a new Alternate Currency Euro Advance with a one month Interest Period, in either case effective as of the expiration date of such existing Interest Period. (d) Each conversion shall be effected by each Lender by applying the proceeds of its new ABR Advance Eurodollar Advance, or Alternate Currency Euro Advance, as the case may be, to its Advances (or portion thereof) being converted (it being understood that any such conversion shall not constitute a borrowing for purposes of Sections 4, 5 or 6).

Conversions. The Borrower shall have the option to convert, convert on any ----------- Business Day beginning three Business Days following occurring on or after the Initial Borrowing Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of the Revolving Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans owing by the Borrower into a Borrowing or Borrowings of another Type of Loan; provided, provided that, that (i) except as -------- otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default payment Default, or Event of Default Default, is in existence on the date of the conversion, and (iii) no conversion pursuant to Borrowings of Eurodollar Loans resulting from this Section 2.06 1.06 shall be limited in number as provided in Section 1.02 and (iv) unless the Agent has determined that the Syndication Date has occurred (at which time this clause (iv) shall no longer be applicable), prior to the 90th day after the Effective Date, conversions of Base Rate Loans into Eurodollar Loans may only be made if any such conversion is effective on the first day of the first, second or third Interest Period referred to in clause (y) of the proviso to each of Section 1.01(a)(ii) and then only so long as such conversion does not result in a greater number of Borrowings of Eurodollar Loans than is prior to the 90th day after the Effective Date as are permitted under Section 2.02such Sections. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office Office, prior to 2:00 1:00 P.M. (New York City time) ), at least three Business Days' (x) or one Business Day's in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (or telephonic notice promptly confirmed in writing) (each, a “"Notice of Conversion/Continuation”), in each case in ") specifying the form of Exhibit A-2, appropriately completed to specify the Revolving Loans to be so converted, the Borrowing or Borrowings pursuant Type of Revolving Loans to which such Loans were incurred be converted into and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Revolving Loans.

Conversions. (a) The Borrower shall have the option to convert, ----------- on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least (x) in the Minimum Borrowing Amount case of a conversion of Term Loans, $2,000,000 and (y) in the case of a conversion of Revolving Loans, $2,000,000 (or $1,000,000 in the case of a conversion into Base Rate Loans), of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing (of the same Tranche) of another Type of Loan, provided that, -------- that (i) except as otherwise provided in Section 2.10(b), if for any reason any Eurodollar Loans may be are converted into Base Rate Loans only on a day which is not the last day of an Interest Period applicable to the Loans being converted and converted, the Borrower shall pay all amounts owing in connection therewith as required by Section 1.11, (ii) no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto$2,000,000, (iiiii) unless the Required Lenders Banks otherwise agreespecifically agree in writing, Base Rate Loans may only be converted into Eurodollar Loans if no Specified Default or and no Event of Default is in existence on the date of the conversion, and (iiiiv) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02, (v) prior to the 65th day after the Initial Borrowing Date, conversions of Base Rate Loans into Eurodollar Loans shall be subject to the additional requirements imposed pursuant to following clause (b) and (vi) Swingline Loans may not be converted pursuant to this Section 1.06. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office prior to 2:00 1:30 P.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into a conversion to Eurodollar Loans, three Business Days’ ' prior notice and (y) in the case of conversions of Eurodollar Loans into a conversion to Base Rate Loans, one Business Day’s 's prior notice (each, each a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings Borrowing(s) pursuant to which such Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.applicable

Conversions. The Borrower Borrowers shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Revolving Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Revolving Loans into a Borrowing of another Type of Revolving Loan, provided that, that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted thereto and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agreeagree in writing, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) unless the Administrative Agent has otherwise determined in its sole discretion that the Syndication Date has occurred (at which time this clause (iii) shall no longer be applicable), prior to the 90th day following the Effective Date, conversions of Base Rate Loans into Eurodollar Loans shall be subject to the provisions of clause (B) of the proviso in Section 1.01(a)(iii), (iv) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02 and (v) Swingline Loans may not be converted pursuant to this Section 1.06. Each such conversion shall be effected affected by the Borrower Borrowers by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, each a “Notice of Conversion/Continuation”), in each case in ) specifying the form of Exhibit A-2, appropriately completed to specify the Revolving Loans to be so converted, the Borrowing or Borrowings pursuant to which such Revolving Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loansconversion.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing (of the same Tranche) of another Type of Loan, provided that, that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, (iii) unless the Administrative Agent has otherwise agreed or has determined that the Syndication Date has occurred (at which time this clause (iii) shall no longer be applicable), conversions of Base Rate Loans into Eurodollar Loans may only be made if any such conversion is effective on the first day of the Interest Period referred to in clause (B) of Section 2.01(a)(iii) and so long as such conversion does not result in a greater number of Borrowings of Eurodollar Loans than are permitted under Section 2.01(a)(iii), and (iiiiv) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 11:00 A.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. (a) The Borrower shall have may elect from time to time to convert a Loan or Loans of one Type to a Loan or Loans of any other Type, or to convert a Eurodollar Loan to a new Eurodollar Loan by giving the option to convert, on any Business Day beginning Administrative Agent at least three Business Days following Days' prior irrevocable notice of such election, specifying the Initial Borrowing amount to be so converted and the Conversion Date, all provided, that (x) any such conversion of a Eurodollar Loan to a Base Rate Loan or a portion equal to at least new Eurodollar Loan shall only be madeon the Minimum Borrowing Amount last day of the outstanding principal amount Interest Period applicable to such Eurodollar Loan and (y) no conversion of a Base Rate Loan to a Eurodollar Loan or of a Eurodollar Loan to a new Eurodollar Loan may be made prior to the Syndication Date, except for a conversion made on the first day of a PSD Interest Period. The Administrative Agent shall promptly provide the Banks with notice of any such election. Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.062.7(a) made pursuant to one in whole or more Borrowings of one or more Types of Loans into a Borrowing of another Type of Loanin part, provided thatthat each such conversion shall be in the principal amount of at least $5,000,000 or an integral multiple of $1,000,000 in excess thereof. (b) Notwithstanding anything in this Section 2.7 to the contrary, (i) except as otherwise provided in Section 2.10(b)upon the election of the Administrative Agent, Eurodollar or at the direction of the Required Banks, no Base Rate Loans may be converted into to Eurodollar Loans and no Eurodollar Loan may be converted to a new Eurodollar Loan, if an Event of Default has occurred and is continuing at the time the Borrower shall notify the Administrative Agent of its election to make such conversion. In the event of such election or direction, all Base Rate Loans only shall be automatically continued as Base Rate Loans, and all existing Eurodollar Loans shall be automatically converted to Base Rate Loans on the last day days of an the respective Interest Period Periods applicable to the Loans being converted and no such partial existing Eurodollar Loans. (c) Each conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted including any automatic conversions under Section 2.02. Each such conversion 2.7(b) or 2.8) shall be effected by each Bank's applying the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. (New York City time) at least (x) in proceeds of its new Base Rate Advance or Eurodollar Advance, as the case may be, to the existing Advance (or portion thereof) being converted (it being understood that such conversion shall not constitute an Advance for purposes of conversions Article III or a reduction for purposes of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its LoansSection 2.5.

Conversions. The Administrative Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing (of the same Tranche) of another Type of Loan, provided that, (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion shall be effected by the Administrative Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 10:00 A.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three two Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice notice, which may be provided on the same day as the conversion (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Each Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion at least equal to at least the Minimum Borrowing Amount $1,000,000 of the outstanding principal amount of its Revolving Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans Type and Tranche into a Borrowing or Borrowings of another the same Tranche but other Type of Loan, Revolving Loans; provided that, that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto$1,000,000, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only not be converted into Eurodollar Loans if no any Default or Event of Default is in existence on the date of the conversionconversion if the Administrative Agent or the Required Lenders have previously advised the Back to Contents Borrowers that conversions will not be permitted while such Default or Event of Default, and as the case may be, remains in existence, (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under resulting from this Section 2.021.06 shall be limited in number as provided in Section 1.02, (iv) Eurodollar Loans may only be converted into Base Rate Loans on the last day of the Interest Period applicable thereto, and (v) each such conversion shall be made pro rata among the Revolving Loans of each Lender of the Type and Tranche being converted. Each such conversion shall be effected by the respective Borrower by giving the Administrative Agent at the its Notice Office Office, prior to 2:00 P.M. 11:00 A.M. (New York City time) ), at least three Business Days’ (x) or one Business Day’s in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (each, or telephonic notice promptly confirmed in writing) (each a “Notice of Conversion/Continuation”), in each case in ) specifying the form of Exhibit A-2, appropriately completed to specify the Revolving Loans to be so converted, the Borrowing or Borrowings pursuant Type and Tranche of Revolving Loans to which such Loans were incurred be converted into and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Revolving Loans.

Conversions. The Each Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Revolving Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Revolving Loans into a Borrowing of another Type of Revolving Loan; provided, provided that, (ia) except as otherwise provided in Section 2.10(b), Eurodollar LIBOR Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Revolving Loans being converted and no such partial conversion of Eurodollar LIBOR Loans shall reduce the outstanding principal amount of such Eurodollar LIBOR Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (iib) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar LIBOR Loans if no Default or Event of Default is in existence on the date of the conversion, and (iiic) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar LIBOR Loans than is permitted under Section 2.02. Each such conversion shall be effected by the respective Borrower by giving the Administrative Agent at the Notice Office notice thereof, which notice must be received by the Administrative Agent prior to 2:00 1:00 P.M. (New York City time) at least (xi) in the case of conversions of Base Rate Loans into Eurodollar LIBOR Loans, three Business Days’ prior notice and (yii) in the case of conversions of Eurodollar LIBOR Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.a

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Revolving Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Revolving Loans into a Borrowing of another Type of Revolving Loan, ; provided that, (ia) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate ABR Loans only on the last day of an Interest Period applicable to the Revolving Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (iib) unless the Required Lenders otherwise agree, Base Rate ABR Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iiic) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 11:00 A.M. (New York City time) at least (xi) in the case of conversions of Base Rate ABR Loans into Eurodollar Loans, three Business Days’ prior notice and (yii) in the case of conversions of Eurodollar Loans into Base Rate ABR Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2B-2, appropriately completed to specify the Revolving Loans to be so converted, the Borrowing or Borrowings pursuant to which such Revolving Loans were incurred and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Revolving Loans.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following occurring after the Initial Borrowing Restatement Effective Date (or, in the case of the Tranche C Term Loans, on or after the earlier of (1) the 14th day after the Restatement Effective Date and (2) the Syndication Date), all or a portion equal to at least (x) in the Minimum Borrowing Amount case of a conversion of Term Loans, $5,000,000 and (y) in the case of a conversion of Revolving Loans, $5,000,000 (or $1,000,000 if in the case of a conversion into Base Rate Loans), of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing (of the same Tranche) of another Type of Loan, provided that, that (i) except as otherwise provided in Section 2.10(b), if for any reason whatsoever any Eurodollar Loans may be are converted into Base Rate Loans only on a day which is not the last day of an Interest Period applicable to the Loans being converted and converted, the Borrower shall pay all amounts owing in connection therewith as required by Section 1.11, (ii) no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto$5,000,000, (iiiii) unless the Required Lenders Banks otherwise agreespecifically agree in writing, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iiiiv) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Eurodollar Borrowings of Eurodollar Loans than is permitted under Section 2.021.02 and (v) Swingline Loans may not be converted pursuant to this Section 1.06. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into a conversion to Eurodollar Loans, three Business Days’ ' prior notice and (y) in the case of conversions of Eurodollar Loans into a conversion to Base Rate Loans, one Business Day’s 's prior notice (each, each a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings Borrowing(s) pursuant to which such Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Each Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of U.S. Dollar Denominated Revolving Loans (other than Swingline Loans which may not be converted pursuant made to this Section 2.06) made it pursuant to one or more Borrowings of one or more Types of U.S. Dollar Denominated Revolving Loans into a Borrowing of another Type of U.S. Dollar Denominated Revolving Loan, ; provided that, (ia) except as otherwise provided in Section 2.10(b), Eurodollar LIBOR Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Revolving Loans being converted unless the Borrowers pay any amounts due to the Lenders pursuant to Section 2.11 as a result of such conversion and no such partial conversion of Eurodollar LIBOR Loans shall reduce the outstanding principal amount of such Eurodollar LIBOR Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (iib) unless the Required Lenders otherwise agree, Base Rate Loans may only not be converted into Eurodollar LIBOR Loans if no Default or any Event of Default is in existence on the proposed date of conversion and either the conversionAdministrative Agent or the Required Lenders have elected, upon notice to the Borrowers, to not permit such conversion in its or their sole discretion, and (iiic) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar LIBOR Loans than is permitted under Section 2.02. Each such conversion shall be effected by the relevant Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. (New York City time) at least (xi) in the case of conversions of Base Rate Loans into Eurodollar LIBOR Loans, three Business Days’ (or, with respect to Loans denominated in Euros or an Acceptable Foreign Currency, four Business Days’) prior written notice or telephonic notice promptly confirmed in writing and (yii) in the case of conversions of Eurodollar LIBOR Loans into Base Rate Loans, one Business Day’s prior written notice or telephonic notice promptly confirmed in writing (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the U.S. Dollar Denominated Revolving Loans to be so converted, the Borrowing or Borrowings pursuant to which such U.S. Dollar Denominated Revolving Loans were incurred and, if to be converted into Euro Rate LIBOR Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its U.S. Dollar Denominated Revolving Loans.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans into a Borrowing of another Type of Loan, ; provided that, (i) except as otherwise provided in Section 2.10(b)) or unless Borrower complies with the provisions of Section 2.11, Eurodollar LIBOR Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar LIBOR Loans shall reduce the outstanding principal amount of such Eurodollar LIBOR Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless upon notice to Borrower from the Administrative Agent given at the request of the Required Lenders otherwise agreeLenders, after the occurrence and during the continuance of an Event of Default, Base Rate Loans may only not be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversionLIBOR Loans, and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar LIBOR Loans than is permitted under Section 2.022.01(c). Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Payment Office prior to 2:00 P.M. 3:00 p.m. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar LIBOR Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar LIBOR Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case substantially in the form of Exhibit A-2G, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate LIBOR Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The (a) Each Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of U.S. Dollar Denominated Loans (other than Swingline Loans which may not be converted pursuant made to this Section 2.06) made it pursuant to one or more Borrowings (so long as of the same Facility) of one or more Types of U.S. Dollar Denominated Revolving Loans into a Borrowing (of the same Facility) of another Type of U.S. Dollar Denominated Revolving Loan, ; provided that, (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless following notice by the Administrative Agent or the Required Lenders otherwise agreeto AbitibiBowaterResolute during the continuation of any Default or Event of Default (although no such notice shall be required following an Event of Default under Section 11.01(g) or (h)), Base Rate Loans may only not be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversionLoans, and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion shall be effected by the relevant Borrower (of U.S. Dollar Denominated Revolving Loan being converted) by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the U.S. Dollar Denominated Revolving Loans to be so converted, and the Borrowing or Borrowings pursuant to which such U.S. Dollar Denominated Loans were incurred and, if to be converted into Euro Rate Loans, the Interest Period to be initially applicable theretoincurred. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its U.S. Dollar Denominated Revolving Loans. (b) Conversions of Bankers’ Acceptance Loans into Canadian Prime Rate Loans shall be made in the circumstances, and to the extent, provided in Schedule 1.01(b). Except as provided in Schedule 1.01(b), Bankers’ Acceptance Loans shall not be permitted to be converted into Canadian Prime Rate Loans prior to the maturity date of the respective Bankers’ Acceptance or B/A Equivalent Note, as the case may be. (c) Each Borrower shall have the option to convert on any Business Day occurring on or after the Effective Date, all or a portion at least equal to the Minimum Borrowing Amount of the outstanding principal amount of Canadian Prime Rate Loans made to such Borrower pursuant to one or more Borrowings (so long as of the same Facility) of Canadian Dollar Denominated Revolving Loans into a Borrowing or Borrowings (of the same Facility) of Bankers’ Acceptance Loans; provided that (i) following notice by the Administrative Agent or the Required Lenders to AbitibiBowaterResolute during the continuation of any Default or Event of Default (although no such notice shall be required following an Event of Default under Section 11.01(g) or (h)), Canadian Prime Rate Loans may not be converted into Bankers’ Acceptance Loans and (ii) Borrowings of Bankers’ Acceptance Loans resulting from this Section 2.06 shall be limited as provided in Section 2.02. Each such conversion shall be effected by the relevant Borrower (of Canadian Dollar Denominated Revolving Loan being converted), by giving the Administrative Agent at the Notice Office, prior to 12:00 Noon (New York City time), at least three Business Days prior to the date of the proposed conversion, a Notice of Conversion/Continuation specifying the Canadian Dollar Denominated Revolving Loans maintained as Canadian Prime Rate Loans to be so converted into Bankers’ Acceptance Loans, the Borrowing or Borrowings pursuant to which such Canadian Dollar Denominated Revolving Loans were made and the term of the proposed Borrowing of Bankers’ Acceptance Loans (which, in each case, shall comply with the requirements of Schedule 1.01(b)). The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Canadian Dollar Denominated Revolving Loans maintained as Canadian Prime Rate Loans.

Conversions. The Each Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Dollar Denominated Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Dollar Denominated Loans into a Borrowing (of the same Tranche) of another Type of Dollar Denominated Loan, provided that, that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Loans maintained as Base Rate Loans may only not be converted into Eurodollar Loans if no Default or any Event of Default is in existence on the date of the conversionconversion and the Administrative Agent, at the request of the Required Lenders, so notifies the relevant Borrower, and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion shall be effected by the respective Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. p.m. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, each a “Notice of Conversion/Continuation”), in each case ) in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans. Upon any such conversion the proceeds thereof will be deemed to be applied directly on the day of such conversion to prepay the outstanding principal amount of the Loans being converted.

Conversions. The Borrower shall have the option to convert, on ----------- any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Revolving Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Revolving Loans into a Borrowing of another Type of Revolving Loan, provided that, that (i) except as otherwise -------- provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted thereto and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02 and (iv) Swingline Loans may not be converted pursuant to this Section 1.06. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s ' prior notice (each, each a “"Notice of Conversion/Continuation”), in each case ") in the form of Exhibit A-2, appropriately completed to specify the Revolving Loans to be so converted, the Borrowing or Borrowings pursuant to which such Revolving Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loansconversion.

Conversions. The US Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion equal to at least the applicable Minimum Borrowing Amount for such Tranche of the outstanding principal amount of the Dollar Loans (other than Swingline Loans which may not be converted pursuant made to this Section 2.06) made the US Borrower pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing or Borrowings (of the same Tranche) of another Type of Loan, provided that, that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the applicable Minimum Borrowing Amount applicable theretofor such Tranche, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only not be converted into Eurodollar Loans if no Default or any Event of Default is in existence on the date of the conversionconversion if the Administrative Agent or the Majority Banks in respect of the applicable Tranche have previously advised the US Borrower that conversions will not be permitted while such Event of Default remains in existence, and (iii) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02 and (iv) prior to the Syndication Date, no Loan may be converted into Eurodollar Loans except on the first day of a Pre-Syndication Interest Period. Each such conversion (other than automatic conversions pursuant to the last paragraph of Section 1.09) shall be effected by the Borrower by US Borrower's giving the Administrative Agent at the its Notice Office prior to 2:00 1:00 P.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ ' prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior written notice (each, each a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred made, the date of such conversion (which shall be a Business Day) and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. (a) The Borrower Corporation shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount (for the Type of Loan into which the conversion is being made), of the outstanding principal amount of Dollar Loans (other than Swingline Loans Loans, which may not at all times shall be converted pursuant to this Section 2.06maintained as Base Rate Loans, and Competitive Bid Loans) made to the Corporation pursuant to one or more Borrowings (so long as of the same Tranche of Loans) of one or more Types of Loans into a Borrowing (of the same Tranche of Loans) of another Type of Loan, provided PROVIDED that, (i) except as otherwise provided in Section 2.10(b)Dollar Revolving Loans shall not be permitted to be converted into Alternate Currency Revolving Loans, and Alternate Currency Revolving Loans shall not be permitted to be converted into Dollar Revolving Loans or Alternate Currency Revolving Loans of any different Alternate Currency, (ii) if Eurodollar Loans may be are converted into Base Rate Loans only on a date other than the last day of an Interest Period applicable to the Loans being converted and converted, the Corporation shall compensate the applicable Lenders for any breakage costs incurred in connection therewith as set forth in Section 1.12, (iii) no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable theretofor Eurodollar Loans of the respective Tranche, (iiiv) unless the Required Lenders otherwise agree, Base Rate Loans may only not be converted into Eurodollar Loans if no Default or any Event of Default is in existence exists on the date of the conversion, (v) prior to the 90th day after the Initial Borrowing Date, conversions of Base Rate Loans into Eurodollar Loans shall be governed by Section 1.07(d) and (iiivi) no conversion pursuant to this Section 2.06 1.07 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02. Each such conversion shall be effected by the Borrower by Corporation giving the Administrative Agent at the Notice Office Office, prior to 2:00 P.M. 12:00 Noon (New York City time) ), at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s ' prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify -12- "NOTICE OF CONVERSION") specifying the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans. (b) Each Alternate Currency Revolving Loan Borrower shall be entitled: (i) to convert from time to time any Borrowing of Canadian Prime Rate Loans then outstanding into a Borrowing of Bankers' Acceptance Loans in an aggregate Face Amount equal to the aggregate principal amount (in Canadian Dollars) of the outstanding Canadian Prime Rate Loans pursuant to such Borrowing, PROVIDED that the applicable Alternate Currency Revolving Loan Borrower shall pay the proceeds of such Bankers' Acceptance Loans, together with such additional funds as may be required, to the Administrative Agent for the account of the relevant Alternate Currency Lenders to repay such Borrowing of outstanding Canadian Prime Rate Loans, and PROVIDED FURTHER that such Canadian Prime Rate Loans are repaid and such Bankers' Acceptance Loans are obtained, in each case in accordance with Section 1, Schedule III and any other applicable provisions of this Agreement; and (ii) contemporaneously with the maturity of any outstanding Bankers' Acceptance Loans, to obtain Bankers' Acceptance Loans or Canadian Prime Rate Loans in an aggregate Face Amount or principal amount, as the case may be, equal to the aggregate Face Amount of such maturing Bankers' Acceptance Loans, PROVIDED that the applicable Alternate Currency Revolving Loan Borrower shall pay the proceeds of such new Canadian Dollar Revolving Loan, together with such additional funds as may be required, to the Administrative Agent for the account of the relevant Alternate Currency Lenders to repay such maturing Bankers' Acceptance Loans, and PROVIDED FURTHER that such new Canadian Dollar Revolving Loans are obtained in accordance with Section 1, Schedule III and any other applicable provisions of this Agreement. (c) Mandatory conversions of Bankers' Acceptance Loans into Canadian Prime Rate Loans shall be made in the circumstances, and to the extent, provided in clause (i) of Schedule III. Except as otherwise provided under Section 1.17, Bankers' Acceptance Loans shall not be permitted to be converted into any other Type of Loan prior to the maturity date of the respective Bankers' Acceptance Loan. (d) Unless the Agents otherwise shall have determined that the Syndication Date has occurred, (x) no more than three Borrowings of Initial Term Loans to be maintained as Eurodollar Loans may be incurred prior to the earlier of (1) the 90th day after the Initial Borrowing Date or, if on such 90th day a Borrowing of Eurodollar Loans remains outstanding which has an Interest Period which extends beyond such 90th day, the last day of such Interest Period and (2) the Syndication Date (the first of which Borrowings may not be made sooner than the third Business Day after the Initial Borrowing Date and not later than the fifth Business Day after the Initial Borrowing Date and must have an Interest Period of one month, and the second and third of which Borrowings may only be incurred on the last day of the first or second Interest Period, as the case may be, referenced above in this parenthetical and must also have an Interest Period of one month) and (y) the only conversions of Term Loans maintained as Base Rate Loans into Eurodollar Loans which shall be permitted will be conversions into Eurodollar Loans with an Interest Period of one month, which Interest Period in each case shall begin and end on the same date as is applicable to one of the three Interest Periods specified above in clause (x).

Conversions. The (a) Each Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of U.S. Dollar Denominated Loans (other than Swingline Loans which may not be converted pursuant made to this Section 2.06) made it pursuant to one or more Borrowings of one or more Types of U.S. Dollar Denominated Revolving Loans into a Borrowing of another Type of U.S. Dollar Denominated Revolving Loan, ; provided that, (ia) except as otherwise provided in Section 2.10(b), Eurodollar LIBOR Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Revolving Loans being converted unless the Borrowers pay any amounts due to the Lenders pursuant to Section 2.11 as a result of -56- such conversion and no such partial conversion of Eurodollar LIBOR Loans shall reduce the outstanding principal amount of such Eurodollar LIBOR Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (iib) unless the Required Lenders otherwise agree, Base Rate Loans may only not be converted into Eurodollar LIBOR Loans if no Default or any Event of Default is in existence on the proposed date of conversion and either the conversionAdministrative Agent or the Required Lenders have elected, upon notice to the Borrowers, to not permit such conversion in its or their sole discretion, and (iiic) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar LIBOR Loans than is permitted under Section 2.02. Each such conversion shall be effected by the relevant Borrower (of the U.S. Dollar Denominated Revolving Loan being converted) by giving the Administrative Agent at the Notice Office prior to 2:00 12:00 P.M. (New York City time) at least (xi) in the case of conversions of Base Rate Loans into Eurodollar LIBOR Loans, three Business Days’ prior written notice or telephonic notice promptly confirmed in writing and (yii) in the case of conversions of Eurodollar LIBOR Loans into Base Rate Loans, one Business Day’s prior written notice or telephonic notice promptly confirmed in writing (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the U.S. Dollar Denominated Revolving Loans to be so converted, the Borrowing or Borrowings pursuant to which such U.S. Dollar Denominated Revolving Loans were incurred and, if to be converted into Euro Rate LIBOR Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its U.S. Dollar Denominated Revolving Loans. (b) Mandatory and voluntary conversions of Bankers’ Acceptance Loans into Canadian Prime Rate Loans shall be made in the circumstances, and to the extent, provided in Schedule 1.01(b). Except as provided in Schedule 1.01(b), Bankers’ Acceptance Loans shall not be permitted to be converted into any other Type of Loan prior to the maturity date of the respective Bankers’ Acceptance or B/A Equivalent Note, as the case may be. (c) Each Canadian Borrower shall have the option to convert on any Business Day occurring on or after the Effective Date, all or a portion at least equal to the Minimum Borrowing Amount of the outstanding principal amount of Canadian Prime Rate Loans made to such Canadian Borrower pursuant to one or more Borrowings of Canadian Dollar Denominated Revolving Loans into a Borrowing or Borrowings of Bankers’ Acceptance Loans; provided that (i) unless the Required Lenders otherwise agree, Canadian Prime Rate Loans may not be converted into Bankers’ Acceptance Loans if a Default or an Event of Default is in existence on the date of such conversion and (ii) Borrowings of Bankers’ Acceptance Loans resulting from this Section 2.06 shall be limited in number as provided in Section 2.02. Each such conversion shall be effected by the relevant Canadian Borrower (of Canadian Dollar Denominated Revolving Loan being converted), by giving the Administrative Agent written notice or telephonic notice promptly confirmed in writing to the Notice Office, prior to 12:00 P.M. (New York City time), at least three Business Days prior to the date of the proposed conversion, a Notice of Conversion/Continuation specifying the Canadian Dollar Denominated Revolving Loans maintained as Canadian Prime Rate Loans to be so converted into Bankers’ Acceptance Loans, the Borrowing or Borrowings pursuant to which such Canadian Dollar Denominated Revolving Loans were made and the term of the proposed Borrowing of Bankers’ Acceptance Loans (which, in each case, shall comply with the requirements of Schedule 1.01(b)). The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Canadian Dollar Denominated Revolving Loans maintained as Canadian Prime Rate Loans.

Conversions. (a) The Borrower shall have the option may elect from time to convert, on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion equal time to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to convert one or more Borrowings Eurodollar Advances to ABR Advances by giving the Administrative Agent at least two Business Day's prior irrevocable notice of one or more Types such election, specifying the amount to be converted, provided, that any such conversion of Loans into a Borrowing Eurodollar Advances shall only be made on the last day of another Type of Loanthe Interest Period applicable thereto, provided that, (i) except as otherwise provided in Section 2.10(b3.6(c). In addition, the Borrower may elect from time to time to convert (i) ABR Advances to Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable theretoAdvances, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversionAdvances to new Eurodollar Advances by selecting a new Interest Period therefor, and (iii) no conversion pursuant Alternate Currency Loans to this Section 2.06 shall result new Alternate Currency Loans in the same applicable Currency by selecting a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion shall be effected by the Borrower new Interest Period therefor, in each case by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Euro Business Days’ ' prior irrevocable notice and (y) in of such election, specifying the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the Loans amount to be so convertedconverted and the initial Interest Period relating thereto, the Borrowing provided that any such conversion of ABR Advances to Eurodollar Advances, Eurodollar Advances to new Eurodollar Advances or Borrowings pursuant Alternate Currency Loans to which such new Alternate Currency Loans were incurred shall only be made on a Euro Business Day and, if except as otherwise provided in Section 3.6(c), any such conversion of Eurodollar Advances to new Eurodollar Advances or Alternate Currency Loans to new Alternate Currency Loans, as the case may be, shall only be made on the last day of the Interest Period applicable to the Eurodollar Advances or Alternate Currency Loans, as the case may be, which are to be converted into Euro Rate to such new Eurodollar Advances or such new Alternate Currency Loans, as the Interest Period case may be. Each such notice shall be irrevocable and shall be promptly confirmed by delivery to be initially applicable thereto. The the Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.a

Conversions. The Borrower shall have the option to convert, on ----------- any Business Day beginning three Business Days following occurring after the Initial Borrowing Restatement Effective Date, all or a portion equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of the Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing (of the same Tranche) of another Type of Loan; provided, provided that, that (i) -------- except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02 and (iv) Swingline Loans may not be converted pursuant to this Section 1.06. Each such conversion shall be effected by an Authorized Representative of the Borrower by giving the Administrative Agent at the its Notice Office prior to 2:00 P.M. 11:00 A.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s ' prior notice (each, each a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings Borrowing(s) pursuant to which such Revolving Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Loans. Upon any such conversion the proceeds thereof will be deemed to be applied directly on the day of such conversion to prepay the outstanding principal amount of the Loans of the respective Tranche being converted.

Conversions. The (a) Each Borrower shall have the option to convert, on any Business Day beginning three Business Days following occurring after the Initial Borrowing Date, all or a portion equal to at least the applicable Minimum Borrowing Amount (and, if greater, in an integral multiple of $500,000) of the outstanding principal amount of Dollar Denominated Loans (other than Swingline Loans Loans, which may not shall at all times be converted pursuant to this Section 2.06maintained as Base Rate Loans) made pursuant to one or more Borrowings of one or more Types of Dollar Denominated Loans under a single Tranche into a Borrowing or Borrowings of another Type of LoanDollar Denominated Loan under such Tranche, provided that, that (i) except as otherwise provided in Section 2.10(b)1.11(b) or unless the respective Borrower pays all amounts owing pursuant to Section 1.12 concurrently with any such conversion, Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Eurodollar Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the applicable Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, conversion and (iii) no conversion pursuant to this Section 2.06 1.07 shall result in a greater number of Borrowings of Eurodollar Euro Rate Loans than is permitted under Section 2.021.02. Each such conversion shall be effected by the a Borrower by giving the Administrative Agent at the its Notice Office prior to 2:00 P.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case ) in the form of Exhibit A-2C, appropriately completed to specify the Dollar Denominated Loans to be so converted, the Borrowing or Borrowings pursuant to which such Dollar Denominated Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Dollar Denominated Loans. (b) Mandatory and voluntary conversions of Bankers’ Acceptance Loans into Canadian Prime Rate Loans shall be made in the circumstances, and to the extent, provided in Schedule III. Bankers’ Acceptance Loans shall not be permitted to be converted into any other Type of Loan prior to the maturity date of the respective Bankers’ Acceptance or B/A Equivalent Note, as the case may be. (c) The Canadian Borrower shall have the option to convert on any Business Day occurring on or after the Initial Borrowing Date, all or a portion at least equal to the applicable Minimum Borrowing Amount of the outstanding principal amount of Canadian Prime Rate Loans made pursuant to one or more Borrowings into a Borrowing or Borrowings of Bankers’ Acceptance Loans; provided that (i) unless the Required Lenders otherwise agree, Canadian Prime Rate Loans may only be converted into Bankers’ Acceptance Loans if no Default or Event of Default is in existence on the date of such conversion and (ii) Borrowings of Bankers’ Acceptance Loans resulting from this Section 1.07 shall be limited in number as provided in Section 1.02. Each such conversion shall be effected by the Canadian Borrower by giving the Administrative Agent at its Notice Office, prior to 12:00 Noon (New York time), at least two Business Days prior to the date of the proposed conversion, a Notice of Conversion/Continuation specifying the Canadian Dollar Denominated Loans to be so converted into Bankers’ Acceptance Loans, the Borrowing or Borrowings pursuant to which such Canadian Dollar Denominated Loans were made and the term of the proposed Borrowing of Bankers’ Acceptance Loans (which, in each case, shall comply with the requirements of Schedule III). The Administrative Agent shall give each Canadian Facility RL Lender prompt notice of any such proposed conversion affecting any of its Canadian Facility Revolving Loans maintained as Canadian Prime Rate Loans. Upon any such conversion, the proceeds thereof will be deemed to be applied directly on the day of such conversion to prepay the outstanding principal amount of the Canadian Facility Revolving Loans being converted.

Conversions. (a) The Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of the Loans (other than Swingline Loans Loans, which may not at all times shall be converted maintained as Base Rate Loans) owing pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans a single Facility into a Borrowing or Borrowings pursuant to such Facility of another Type of Loan, provided that, that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only not be converted into Eurodollar Loans if no when a Default under Section 8.01 or an Event of Default is in existence on the date of the proposed conversion if the Administrative Agent or the Required Lenders shall have determined in its or their sole discretion not to permit such conversion, and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving unless the Administrative Agent has determined that the Syndication Date has occurred (at the Notice Office which time this clause (iii) shall no longer be applicable), prior to 2:00 P.M. (New York City time) at least (x) in the case of 90th day after the Initial Borrowing Date, conversions of Base Rate Loans into Eurodollar LoansLoans may only be made if any such conversion is effective on the first day of the first, three Business Days’ prior notice and second or third Interest Period referred to in clause (y) in of the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.proviso

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion at least equal to at least the Minimum Borrowing Amount of the outstanding principal amount of the Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types Type of Loans Loan into a Borrowing or Borrowings (of another the same Tranche) of the other Type of Loan, ; provided that, : (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, ; (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and ; (iii) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02; and (iv) prior to the Syndication Termination Date, no Loan may be converted into Eurodollar Loans. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ ' prior written notice and (yor telephonic notice promptly confirmed in writing) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “"Notice of Conversion/Continuation”"), in each case which notice shall be in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings Borrowing(s) pursuant to which such Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The (a) Each Dollar Revolving Loan Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount (for the Type of Dollar Revolving Loan into which the conversion is being made), of the outstanding principal amount of Dollar Revolving Loans (other than Swingline Loans which may not be converted pursuant made to this Section 2.06) made such Dollar Revolving Loan Borrower pursuant to one or more Borrowings of one or more Types of Dollar Revolving Loans into a Borrowing of another Type of Dollar Revolving Loan, provided that, (i) except as otherwise provided in Section 2.10(b)Dollar Revolving Loans shall not be permitted to be converted into Alternate Currency Revolving Loans, (ii) if Eurodollar Loans may be are converted into Base Rate Loans only on a date other than the last day of an Interest Period applicable to the Dollar Revolving Loans being converted and converted, the respective Dollar Revolving Loan Borrower shall compensate the applicable Lenders for any breakage costs incurred in connection therewith as set forth in Section 1.12, (iii) no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the applicable Minimum Borrowing Amount applicable theretofor Eurodollar Loans, (iiiv) unless the Required Lenders otherwise agree, Base Rate Loans may only not be converted into Eurodollar Loans if no Default or any Event of Default is in existence exists on the date of the conversion, and (iiiv) no conversion pursuant to this Section 2.06 1.07 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02. Each such conversion shall be effected by the respective Dollar Revolving Loan Borrower by giving the Administrative Agent at the Notice Office Office, prior to 2:00 P.M. p.m. (New York City time) ), at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, ) specifying the Borrowing or Borrowings pursuant to which such Dollar Revolving Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Dollar Revolving Loans. (b) Each Alternate Currency Revolving Loan Borrower shall be entitled: (i) to convert from time to time any Borrowing of Canadian Prime Rate Loans then outstanding into a Borrowing of Bankers’ Acceptance Loans in an aggregate Face Amount equal to the aggregate principal amount (in Canadian Dollars) of the outstanding Canadian Prime Rate Loans pursuant to such Borrowing, provided that the applicable Alternate Currency Revolving Loan Borrower shall pay the proceeds of such Bankers’ Acceptance Loans, together with such additional funds as may be required, to the Administrative Agent for the account of the relevant Alternate Currency RL Lenders to repay such Borrowing of outstanding Canadian Prime Rate Loans, and provided further that such Canadian Prime Rate Loans are repaid and such Bankers’ Acceptance Loans are obtained, in each case in accordance with Section 1, Schedule III and any other applicable provisions of this Agreement; and (ii) contemporaneously with the maturity of any outstanding Bankers’ Acceptance Loans, to obtain Bankers’ Acceptance Loans or Canadian Prime Rate Loans in an aggregate Face Amount or principal amount, as the case may be, equal to the aggregate Face Amount of such maturing Bankers’ Acceptance Loans, provided that the applicable Alternate Currency Revolving Loan Borrower shall pay the proceeds of such new Canadian Dollar Revolving Loan, together with such additional funds as may be required, to the Administrative Agent for the account of the relevant Alternate Currency RL Lenders to repay such maturing Bankers’ Acceptance Loans, and provided further that such new Canadian Dollar Revolving Loans are obtained in accordance with Section 1, Schedule III and any other applicable provisions of this Agreement. (c) Mandatory conversions of Bankers’ Acceptance Loans into Canadian Prime Rate Loans shall be made in the circumstances, and to the extent, provided in clause (i) of Schedule III. Except as otherwise provided under Section 1.17, Bankers’ Acceptance Loans shall not be permitted to be converted into any other Type of Loan prior to the maturity date of the respective Bankers’ Acceptance Loan.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing (of the same Tranche) of another Type of Loan, provided that, that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 11:00 A.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice notice, and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following occurring on or after the Initial Borrowing Restatement Effective Date, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing (of the same Tranche) of another Type of Loan, provided that, that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 11:00 A.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following occurring after the Initial Borrowing Restatement Effective Date, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.061.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing (of the same Tranche) of another Type of Loan, provided PROVIDED that, (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, (iii) unless the Agent has determined (and has notified the Borrower) that the Syndication Date has occurred (at which time this clause (iii) shall no longer be applicable), prior to the 90th day after the Restatement Effective Date, conversions of Base Rate Loans into Eurodollar Loans may only be made if any such conversion is effective on the first day of the first, second or third Interest Period referred to in clause (B) of each of Sections 1.01(a)(ii) and 1.01(b)(i) and so long as such conversion does not result in a greater number of Borrowings of Eurodollar Loans prior to the 90th day after the Restatement Effective Date as are permitted under such Sections, and (iiiiv) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.Section

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding outstand­ing principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans into a Borrowing of another Type of Loan, provided that, that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted con­verted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal princi­pal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number num­ber of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion conver­sion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 11:00 A.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice notice, and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing Borrow­ing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable appli­cable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, convert on ----------- any Business Day beginning three Business Days following occurring on or after the Initial Borrowing Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans Loans, which may not shall at all times be converted pursuant to this Section 2.06maintained as Base Rate Loans) made pursuant to one or more Borrowings of one or more Types of Loans under a single Tranche into a Borrowing or Borrowings of another Type of LoanLoan under such Tranche; provided, provided that, that (i) -------- except as otherwise provided in Section 2.10(b)1.10(b) or unless the Borrower pays all breakage costs and other amounts owing to each Bank pursuant to Section 1.11 concurrently with any such conversion, Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted converted, and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) unless the Administrative Agent has determined that the Syndication Date has occurred (at which time this clause (iii) shall no longer be applicable), prior to the 90th day after the Initial Borrowing Date, conversions of Base Rate Loans into Eurodollar Loans may only be made if any such conversion pursuant is effective on the first day of the first, second or third Interest Period referred to this Section 2.06 shall in clause (y) of each of Sections 1.01(a)(iii) and 1.01(b)(ii) and so long as such conversion does not result in a greater number of Borrowings of Eurodollar Loans than is prior to the 90th day after the Initial Borrowing Date as are permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. (New York City timeSections 1.01(a)(iii) at least (xand 1.01(b)(ii) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (yiv) in the case of conversions Borrowings of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), resulting from this Section 1.06 shall be limited in each case number as provided in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its LoansSection 1.

Conversions. The Each Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) the Loans, made pursuant to one or more Borrowings of one or more Types Type of Loans Loan into a Borrowing or Borrowings of another the other Type of Loan, ; provided that, : (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the applicable Minimum Borrowing Amount applicable thereto, Amount; (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and ; (iii) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02; and (iv) prior to the Syndication Termination Date, no Loan may be converted into Eurodollar Loans. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ ' prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior written notice (each, or telephonic notice promptly confirmed in writing) (each a “"Notice of Conversion/Continuation”), in each case ") which notice shall be in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings Borrowing(s) pursuant to which such Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower Borrowers shall have the option to convert, on any Business Day beginning three Business Days following occurring after the Initial Borrowing Effective Date, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans into a Borrowing of another Type of Loan, provided that, that (i) except as otherwise provided in Section 2.10(b1.11(b), Eurodollar Rate Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Rate Loans shall reduce the outstanding principal amount of such Eurodollar Rate Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise specifically agree, Base Rate Loans may only be converted into Eurodollar Rate Loans if no Specified Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 1.07 shall result in a greater number of Borrowings of Eurodollar Rate Loans than is permitted under Section 2.021.02. Each such conversion shall be effected by the Borrower Borrowers by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, each a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2E, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred made and, if to be converted into Euro Eurodollar Rate Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loansconversion. Swingline Loans and Competitive Bid Loans may not be converted pursuant to this Section 1.07.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing (of the same Tranche) of another Type of Loan, provided that, that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted con-verted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 11:00 A.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice notice, and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion at least equal to at least the applicable Minimum Borrowing Amount for such Tranche of the outstanding principal amount of the Loans (other than Swingline Loans Loans, which may not be converted pursuant to this Section 2.061.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types Type of Loans Loan into a Borrowing or Borrowings (of another the same Tranche) of the other Type of Loan, ; provided that, : (i) except as otherwise provided in Section 2.10(b)1.10(b) or if the Borrower pays all amounts owing in connection therewith pursuant to Section 1.11, Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the applicable Minimum Borrowing Amount for the Tranche applicable thereto, ; (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and ; (iii) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02; and (iv) no conversions of Base Rate Loans into Eurodollar Loans may be made prior to the Syndication Termination Date. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office Office, prior to 2:00 12:30 P.M. (New York City time) ), at least three Business Days' (x) or one Business Day in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (each, or telephonic notice promptly confirmed in writing) (each a “Notice of Conversion/Continuation”"NOTICE OF CONVERSION"), in each case which notice shall be in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.the

Conversions. The Borrower shall have the option to convert, subject to the conditions set forth below, on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans a single Tranche into a Borrowing or Borrowings (of the same Tranche) of another Type of Loan, provided that, PROVIDED that (i) except as otherwise provided in Section 2.10(b), no conversion of Base Rate Loans into Eurodollar Loans may be made prior to the earlier of (A) the 65th day after the Initial Borrowing Date and (B) the Syndication Date, except to the extent comprising all or part of a single Borrowing of Eurodollar Loans occurring on the first day of a PSD Interest Period, (ii) if for any reason whatsoever any Eurodollar Loans are converted into Base Rate Loans only on a day which is not the last day of an Interest Period applicable to the Loans being converted and converted, the Borrower shall pay all amounts owing in connection therewith as required by Section 1.11, (iii) no such partial conversion of Eurodollar Loans a Borrowing shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (iiiv) unless the Required Lenders otherwise agreespecifically agree in writing, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iiiv) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Eurodollar Borrowings of Eurodollar Loans than is permitted under Section 2.021.02 and (vi) Swingline Loans may not be converted pursuant to this Section 1.06. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office prior to 2:00 3:00 P.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into a conversion to Eurodollar Loans, three Business Days’ ' prior notice and (y) in the case of conversions of Eurodollar Loans into a conversion to Base Rate Loans, one Business Day’s 's prior notice (each, a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings Borrowing(s) pursuant to which such Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of the U.S. Dollar Denominated Loans (other than U.S. Dollar Denominated Swingline Loans which may not at all times shall be converted maintained as Base Rate Loans) owing by the Borrower pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans a single Facility into a Borrowing or Borrowings of another Type of LoanLoan under such Facility; PROVIDED, provided that, that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only not be converted into Eurodollar Loans if no any Default or Event of Default exists on the date of conversion pursuant to Section 9.05, (iii) Base Rate Loans may not be converted into Eurodollar Loans if any other Default or any Event of Default is in existence on the date of the conversion, if the Required Lenders have previously advised the Administrative Agent that conversions will not be permitted while said Default or Event of Default remains in existence, (iv) unless the Administrative Agent has determined that the Syndication Date has occurred (at which time this clause (iv) shall no longer be applicable), prior to the 90th day after the Initial Borrowing Date, conversions of Base Rate Loans into Eurodollar Loans may only be made if any such conversion is effective on the first day of the first, second or third Interest Period referred to in each of Sections 1.01(A)(a)(iii)(y), 1.01(A)(b)(iii)(y) or 1.01(A)(c)(iii)(y)(1) and (iii) no so long as such conversion pursuant to this Section 2.06 shall does not result in a greater number of Borrowings of Eurodollar Loans than is prior to the 90th day after the Initial Borrowing Date as are permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loanssaid Sections, three Business Days’ prior notice and (yv) in the case of conversions Borrowings of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), resulting from this Section 1.06 shall be limited in each case number as provided in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its LoansSection 1.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Term Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Term Loans into a Borrowing of another Type of Term Loan, provided that, that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Term Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, thereto and (ii) unless the Required Lenders specifically otherwise agreeagree in writing, Base Rate Loans may only be converted into Eurodollar Loans if no Specified Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, each a “Notice of Conversion/Continuation”), in each case ) in the form of Exhibit A-2, appropriately completed to specify the Term Loans to be so converted, the Borrowing or Borrowings pursuant to which such Term Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loansconversion.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following occurring after the Initial Borrowing Restatement Effective Date, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans Loans, which may not be converted pursuant to this Section 2.061.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing (of the same Tranche) of another Type of Loan, provided that, (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number conversions of Borrowings of Base Rate Loans into Eurodollar Loans than is shall be permitted under Section 2.02prior to the earlier of (x) the fifth day after the Restatement Effective Date and (y) the Syndication Date. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office prior to 2:00 P.M. 12:00 Noon (New York City Eastern time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s ' prior notice (each, each a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Loans. Upon any such conversion the proceeds thereof will be deemed to be applied directly on the day of such conversion to prepay the outstanding principal amount of the Loans being converted.

Conversions. The (a) Each Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Dollar Denominated Loans (other than Swingline Loans, which shall at all times be maintained as Base Rate Loans which or Canadian Prime Rate Loans, as the case may not be converted pursuant to this Section 2.06be) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Dollar Denominated Loans into a Borrowing (of the same Tranche) of another Type of Dollar Denominated Loan, provided that, that (i) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Revolving Loans maintained as Base Rate Loans may only not be converted into Eurodollar Loans if no Default or any Event of Default is in existence on the date of the conversionconversion and the Administrative Agent, at the request of the Required Lenders, so notifies the relevant Borrower, and (iii) no conversion pursuant to this Section 2.06 2.06(a) shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion shall be effected by the respective Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. p.m. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case ) in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans. Upon any such conversion the proceeds thereof will be deemed to be applied directly on the day of such conversion to prepay the outstanding principal amount of the Loans being converted. (b) Mandatory and voluntary conversions of Bankers’ Acceptance Loans into Canadian Prime Rate Loans shall be made in the circumstances, and to the extent, provided in Schedule III. Except as otherwise provided under Section 2.14, Bankers’ Acceptance Loans shall not be permitted to be converted into any other Type of Loan prior to the maturity date of the applicable Bankers’ Acceptance or B/A Equivalent Note, as the case may be. (c) The Canadian Borrowers shall have the option to convert, on any Business Day occurring on or after the Restatement Effective Date, all or a portion at least equal to the applicable Minimum Borrowing Amount of the outstanding principal amount of Canadian Prime Rate Loans (other than Swingline Loans, which shall at all times be maintained as Base Rate Loans or Canadian Prime Rate Loans, as the case may be) made pursuant to one or more Borrowings under a single Tranche into a Borrowing or Borrowings of Bankers’ Acceptance Loans under such Tranche; provided that (i) Canadian Prime Rate Loans may not be converted into Bankers’ Acceptance Loans if any Event of Default is in existence on the date of such conversion and the Canadian Administrative Agent, at the request of the Required Lenders, so notifies the relevant Borrowers and (ii) Borrowings of Bankers’ Acceptance Loans resulting from this Section 2.06 shall be limited in number as provided in Section 2.02. Each such conversion shall be effected by the Canadian Borrowers by giving the Canadian Administrative Agent at its Notice Office, prior to 11:00 a.m.(New York time), at least three Business Days prior to the date of the proposed conversion, a Notice of Conversion/Continuation specifying the Canadian Dollar Denominated Loans to be so converted into Bankers’ Acceptance Loans, the Borrowing or Borrowings pursuant to which such Canadian Dollar Denominated Loans were made and the term of the proposed Borrowing of Bankers’ Acceptance Loans (which, in each case, shall comply with the requirements of Schedule III). The Canadian Administrative Agent shall give each Canadian Lender prompt notice of any such proposed conversion affecting any of its Canadian Revolving Loans maintained as Canadian Prime Rate Loans. Upon any such conversion, the proceeds thereof will be deemed to be applied directly on the day of such conversion to prepay the outstanding principal amount of the Canadian Revolving Loans being converted.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans into a Borrowing of another Type of Loan, ; provided that, (ia) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (iib) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, (c) Base Rate Loans may not be converted into Eurodollar Loans until the Syndication Date has occurred (at which time this clause (c) shall no longer be applicable) unless the Administrative Agent has otherwise agreed, and (iiid) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 11:00 A.M. (New York City time) at least (xi) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (yii) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Each Borrower shall have the option to convert, on any Business Day beginning three Business Days following occurring on or after the Initial Borrowing Date, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant made to this Section 2.06) made such Borrower pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing (of the same Tranche) of another Type of Loan, provided that, that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02 and (iv) Swingline Loans may not be converted pursuant to this Section 1.06. Each such conversion pursuant to this Section 1.06 shall be effected by the respective Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s ' prior notice (each, each a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings Borrowing(s) pursuant to which such Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Loans. Upon any such conversion the proceeds thereof will be applied directly on the day of such conversion to prepay the outstanding principal amount of the Loans being converted.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following occurring after the Initial Borrowing Date, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans Loans, which may not be converted pursuant to this Section 2.061.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing (of the same Tranche) of another Type of Loan, provided that, (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversionconver- sion, and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number conversions of Borrowings of Base Rate Loans into Eurodollar Loans than is shall be permitted under Section 2.02prior to the earlier of (x) the 30th day after the Initial Borrowing Date and (y) the Syndication Date. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office prior to 2:00 P.M. 12:00 Noon (New York City Eastern time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s ' prior notice (each, each a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Loans. Upon any such conversion the proceeds thereof will be deemed to be applied directly on the day of such conversion to prepay the outstanding principal amount of the Loans being converted.

Conversions. The Borrower shall have the option to convert, Convert on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of its Loans (other than Swingline Loans which may not be converted of one Type owing by it pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans a single Facility into a Borrowing or Borrowings pursuant to the same Facility of another Type of LoanLoans which can be made pursuant to such Facility, provided PROVIDED that, : (ia) except as otherwise provided in Section 2.10(b), Eurodollar Loans no Conversions may be converted into Base Rate Loans only on the last day made with respect to any Swing Line Loans; (b) no partial Conversion of an Interest Period applicable to the Loans being converted and no such partial conversion a Borrowing of Eurodollar LIBOR Loans shall reduce the outstanding principal amount of such Eurodollar the LIBOR Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto; (c) any Conversion of LIBOR Loans into Prime Rate Loans shall be made on, and only on, the last day of an Interest Period for such LIBOR Loans; (iid) unless the Required Lenders otherwise agree, Base Prime Rate Loans may only be converted Converted into Eurodollar LIBOR Loans if no Default under section 10.1(a) or Event of Default is in existence on the date of the conversionConversion unless the Required Revolving Lenders, and the Required Term A Lenders or the Required Term B Lenders, as applicable, otherwise agree; (iiie) no conversion pursuant to this Section 2.06 shall result in a greater number of Prime Rate Loans may not be Converted into LIBOR Loans during any period when such Conversion is not permitted under section 2.9; and (f) Borrowings of Eurodollar LIBOR Loans than is permitted under Section 2.02. Each such conversion resulting from this section 2.6 shall be effected by conform to the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. (New York City time) at least (x) in the case requirements of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loanssection 2.

Conversions. The Borrower shall have the option to convert, Convert on any Business Day beginning three Business Days following the Initial Borrowing Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of its Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans Type owing by it into a Borrowing or Borrowings of another Type of LoanLoans which can be made hereunder, provided PROVIDED that, : (ia) except as otherwise provided in Section 2.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day no partial Conversion of an Interest Period applicable to the Loans being converted and no such partial conversion a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto; (b) any Conversion of Eurodollar Loans into Prime Rate Loans shall be made on, and only on, the last day of an Interest Period for such Eurodollar Loans; (iic) unless the Required Lenders otherwise agree, Base Prime Rate Loans may only be converted Converted into Eurodollar Loans if no Default under section 10.1(a) or Event of Default is in existence on the date of the conversion, and Conversion unless the Required Lenders otherwise agree; (iiid) no conversion pursuant to this Section 2.06 shall result in a greater number of Prime Rate Loans may not be Converted into Eurodollar Loans during any period when such Conversion is not permitted under section 2.9; and (e) Borrowings of Eurodollar Loans than is permitted under Section 2.02resulting from this section 2.6 shall conform to the requirements of section 2.2 (a). Each such conversion Conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office Office, prior to 2:00 P.M. 11:00 A.M. (New York City time) local time at such Notice Office), at least three Business Days' (xor prior to 11:00 A.M. (local time at such Notice Office) same Business Day's, in the case of conversions of Base Rate Loans a Conversion into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Prime Rate Loans, one Business Day’s ) prior written notice (each, or telephonic notice promptly confirmed in writing if so requested by the Administrative Agent) (each a “Notice of Conversion/Continuation”"NOTICE OF CONVERSION"), in each case substantially in the form of Exhibit A-2B-2, appropriately completed to specify specifying the Loans to be so convertedConverted, the Borrowing or Borrowings pursuant Type of Loans to which such Loans were incurred be Converted into and, if to be converted Converted into Euro Rate a Borrowing of Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion Conversion affecting any of its Loans. For the avoidance of doubt, the prepayment or repayment of any Loans out of the proceeds of other Loans by the Borrower is not considered a Conversion of Loans into other Loans.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion at least equal to at least the applicable Minimum Borrowing Amount for such Tranche of the outstanding principal amount of the Loans (other than Swingline Loans Loans, which may not be converted pursuant to this Section 2.06) 1.06), made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types Type of Loans Loan into a Borrowing or Borrowings (of another the same Tranche) of the other Type of Loan, provided ; PROVIDED that, : (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the applicable Minimum Borrowing Amount for such Tranche applicable thereto, ; (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and ; (iii) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02; and (iv) prior to the Syndication Termination Date, no Loan may be converted into Eurodollar Loans. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ ' prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior written notice (each, or telephonic notice promptly confirmed in writing) (each a “"Notice of Conversion/Continuation”), in each case ") which notice shall be in the form of Exhibit EXHIBIT A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings Borrowing(s) pursuant to which such Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three occurring on or after the third Business Days following Day after the Initial Borrowing Restatement Effective Date, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing (of the same Tranche) of another Type of Loan, provided that, PROVIDED that (i) except as otherwise provided in Section 2.10(b)1.10(b) or unless the Borrower pays all breakage costs and other amounts owing to each Lender pursuant to Section 1.11 concurrently with any such conversion, Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and converted, (ii) no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (iiiii) unless the Required Lenders otherwise agreeagree in writing, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iiiiv) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02 and (v) Swingline Loans may not be converted pursuant to this Section 1.06. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into a conversion to Eurodollar Loans, three Business Days’ ' prior written notice and (y) in the case of conversions of Eurodollar Loans into a conversion to Base Rate Loans, one Business Day’s 's prior written notice (each, a “Notice of Conversion/Continuation”"NOTICE OF CONVERSION"), in each case in the form of Exhibit A-2, appropriately completed to specify specifying the Loans to be so converted, the Borrowing or Borrowings Borrowing(s) pursuant to which such Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following occurring on or after the Initial Borrowing Restatement Effective Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not shall at all times be converted pursuant to this Section 2.06maintained as Base Rate Loans) made pursuant to one or more Borrowings of one or more Types of Loans under a single Tranche into a Borrowing or Borrowings of another Type of Loan, provided that, Loan under such Tranche; PROVIDED that (i) except as otherwise provided in Section 2.10(b)1.10(b) or unless the Borrower pays all breakage costs and other amounts owing to each Bank pursuant to Section 1.11 concurrently with any such conversion, Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted converted, and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) unless the Agents have determined that the Syndication Date has occurred (at which time this clause (iii) shall no longer be applicable), prior to the 90th day after the Restatement Effective Date, Tranche A Term Loans and Tranche B Term Loans maintained as Base Rate Loans may not be converted into Eurodollar Loans unless any such conversion pursuant is effective on the first day of the first, second or third Interest Period referred to this Section 2.06 shall in clause (y) of each of Sections 1.01(a)(ii) and 1.01(e)(ii) and so long as such conversion does not result in a greater number of Borrowings of Eurodollar Loans than is prior to the 90th day after the Restatement Effective Date as are permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. (New York City timeSections 1.01(a)(ii) at least (xand 1.01(e)(ii) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (yiv) in the case of conversions Borrowings of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), resulting from this Section 1.06 shall be limited in each case number as provided in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its LoansSection 1.

Conversions. The Borrower Borrowers shall have the option to convert, on any Business Day beginning three Business Days following occurring after the Initial Borrowing Fourth Restatement Effective Date, all or a portion equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing (of the same Tranche) of another Type of Loan, provided that, that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted thereto and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02 and (iv) Swingline Loans may not be converted pursuant to this Section 1.06. Each such conversion shall be effected by the Borrower Borrowers by giving the Administrative Agent at the its Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s ' prior notice (each, each a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, on ------------ any Business Day beginning three Business Days following occurring after the Initial Borrowing Restatement Effective Date, all or a portion equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant made to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans the Borrower into a Borrowing or Borrowings (of the same Tranche) of another Type of Loan, provided that, that (i) -------- except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, (iii) unless the Agents otherwise shall have determined that the Syndication Date has occurred, prior to the 90th day after the Restatement Effective Date, conversions of Tranche B Term Loans maintained as Base Rate Loans into Eurodollar Loans may only be made if the conversion is effective on the first day of the first, second or third Interest Period referred to in clause (B) of the proviso of Section 1.01(b)(i) and so long as such conversion does not result in a greater number of Borrowings of Eurodollar Loans prior to the 90th day after the Initial Borrowing Date than are permitted under Section 1.01(b), and (iiiiv) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.Section

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.061.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing (of the same Tranche) of another Type of Loan, provided that, (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only not be converted into Eurodollar Loans if no (x) any Event of Default under Section 10.05 is in existence on the proposed date of conversion or (y) any other Event of Default or Event of any Specified Default is in existence on the proposed date of the conversionconversion and (in the case of this sub-clause (y) only) the Required Lenders determine (in their sole discretion) that such conversion would be disadvantageous to the Lenders at such time, (iii) unless the Administrative Agent otherwise has agreed or has determined that the Syndication Date has occurred (at which time this clause (iii) shall no longer be applicable), prior to the 30th day following the Initial Borrowing Date, conversions of Initial Term Loans that are maintained as Base Rate Loans into Eurodollar Loans may only be made if any such conversion is effective on the first day of the first Interest Period referred to in clause (B) of Section 1.01(a)(iii) and so long as such conversion does not result in a greater number of Borrowings of Initial Term Loans that are maintained as Eurodollar Loans prior to the 30th day after the Initial Borrowing Date than are permitted under Section 1.01(a)(iii), and (iiiiv) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 11:00 A.M. (New York City time) (x) at least three Business Days’ prior written notice (xor telephonic notice promptly confirmed in writing) in the case of conversions of Base Rate Loans a conversion into Eurodollar Loans, three Business Days’ prior notice Loans and (y) at least one Business Day’s prior written notice (or telephonic notice promptly confirmed in writing) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s prior notice Loans (eachin each case, a “Notice of Conversion/Continuation”), in each case ) in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following occurring on or after the Initial Borrowing Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of the Loans (other than Swingline Loans which may not at all times shall be converted maintained as Base Rate Loans) owing by the Borrower pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans a single Facility into a Borrowing or Borrowings of another Type of Loan, provided that, Loan under such Facility; PROVIDED that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversionconversion unless the Required Banks otherwise agree, and (iii) unless the Administrative Agent has determined that the Syndication Date has occurred (at which time this clause (iii) shall no longer be applicable), prior to the 90th day after the Initial Borrowing Date, conversions of Base Rate Loans into Eurodollar Loans may only be made if any such conversion pursuant is effective on the first day of the first, second or third Interest Periods referred to this Section 2.06 shall in clause (y) of each of Sections 1.01(A)(a)(iii), 1.01(A)(b)(iii) and 1.01(A)(c)(iii) and so long as such conversion does not result in a greater number of Borrowings of Eurodollar Loans than is prior to the 90th day after the Initial Borrowing Date as are permitted under Section 2.02. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice Sections and (yiv) in the case of conversions Borrowings of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, a “Notice of Conversion/Continuation”), resulting from this Section 1.06 shall be limited in each case number as provided in the form of Exhibit A-2, appropriately completed to specify the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred and, if to be converted into Euro Rate Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its LoansSection 1.

Conversions. (a) The Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following occurring on or after the Initial Borrowing Fourth Amendment Effective Date, all or a portion at least equal to at least the applicable Minimum Borrowing Amount of the outstanding principal amount of the U.S. Dollar Revolving Loans owing by the Borrower into a Borrowing or Borrowings of another Type of Loan (other than Swingline Loans Loans, which may not at all times shall be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans into a Borrowing of another Type of Loanmaintained as Base Rate Loans); provided, provided that, that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted thereto and no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only not be converted into Eurodollar Loans if no Default a violation of Sections 9.01 or 9.05 or an Event of Default is in existence on the date of the conversion, conversion and the Administrative Agent or the Required Banks have determined that such conversion at such time would be disadvantageous to the Banks and (iii) Borrowings of Eurodollar Loans resulting from this Section 1.06(a) shall be limited in number as provided in Section 1.02. (b) The Borrower shall have the option to convert on any Business Day occurring on or after the Fourth Amendment Effective Date, all or a portion at least equal to the applicable Minimum Borrowing Amount of the outstanding principal amount of the Swiss Franc Revolving Loans, owing by the Borrower into a Borrowing or Borrowings of another Type of Loan; provided, that (i) except as otherwise provided in Section 1.10(b), Eurofranc Loans may be converted into Swiss Franc Base Rate Loans only on the last day of an Interest Period applicable thereto and no partial conversion of a Borrowing of Eurofranc Loans shall reduce the outstanding principal amount of the Eurofranc Loans made pursuant to such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) Swiss Franc Base Rate Loans may not be converted into Eurofranc Loans if a violation of Sections 9.01 or 9.05 or an Event of Default is in existence on the date of the conversion and the Administrative Agent or the Required Banks have determined that such conversion at such time would be disadvantageous to the Banks and (iii) Borrowings of Eurofranc Loans resulting from this Section 1.06(b) shall be limited in number as provided in Section 1.02. (c) Each conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.02. Each such conversion 1.06 shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office Office, prior to 2:00 P.M. 11:00 A.M. (New York City time) ), at least three Business Days' (x) or two Business Days', in the case of conversions of a conversion into Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into or Swiss Franc Base Rate Loans, one Business Day’s as the case may be) prior written notice (each, or telephonic notice promptly confirmed in writing) (each a “"Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2, appropriately completed to specify ") specifying the Loans to be so converted, the Borrowing or Borrowings pursuant Type of Loans to which such Loans were incurred be converted into and, if to be converted into Euro Rate a Borrowing of Eurodollar Loans or Eurofranc Loans, as the case may be, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower Borrowers shall have the option to convert, on any Business Day beginning three Business Days following occurring after the Initial Borrowing Second Restatement Effective Date, all or a portion equal to at least the Minimum Borrowing Amount $1,000,000 (and, if greater, in an integral multiple of $500,000), of the outstanding principal amount of Revolving Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Loans into a Borrowing of another Type of Loan, provided that, that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Revolving Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto$1,000,000, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) prior to the 30th day after the Second Restatement Effective Date, conversions of Base Rate Loans into Eurodollar Loans may only be made if the conversion is effective on the first day of an Interest Period referred to in clause (B) of the proviso to Section 1.01(a)(i) and so long as such conversion does not result in a greater number of Borrowings of Eurodollar Loans prior to the 30th day after the Second Restatement Effective Date, (iv) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02 and (v) Swingline Loans may not be converted pursuant to this Section 1.06. Each such conversion shall be effected by the Borrower Borrowers by giving the Administrative Agent at the its Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s ' prior notice (each, each a “"Notice of Conversion/Continuation”), in each case in ") specifying the form of Exhibit A-2, appropriately completed to specify the Revolving Loans to be so converted, the Borrowing or Borrowings pursuant to which such Revolving Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender Bank prompt notice of any such proposed conversion affecting any of its Revolving Loans.

Conversions. The Borrower Borrowers shall have the option to convert, on any Business Day beginning three Business Days following the Initial Borrowing DateDay, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Revolving Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings of one or more Types of Revolving Loans into a Borrowing of another Type of Revolving Loan, provided that, that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted thereto and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iii) unless the Administrative Agent has otherwise determined in its sole discretion that the Syndication Date has occurred (at which time this clause (iii) shall no longer be applicable), prior to the 90th day following the Effective Date, conversions of Base Rate Loans into Eurodollar Loans shall be subject to the provisions of clause (B) of the proviso in Section 1.01(a)(iii), (iv) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02 and (v) Swingline Loans may not be converted pursuant to this Section 1.06. Each such conversion shall be effected by the Borrower Borrowers by giving the Administrative Agent at the Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s ' prior notice (each, each a “"Notice of Conversion/Continuation”), in each case in ") specifying the form of Exhibit A-2, appropriately completed to specify the Revolving Loans to be so converted, the Borrowing or Borrowings pursuant to which such Revolving Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loansconversion.

Conversions. The Each Borrower shall have the option to convert, on any Business Day beginning three Business Days following occurring on or after the Initial Borrowing Date, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Dollar Loans (other than Swingline Loans which may not be converted pursuant made to this Section 2.06) made such Borrower pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Dollar Loans into a Borrowing (of the same Tranche) of another Type of Dollar Loan, provided that, that (i) except as otherwise provided in Section 2.10(b1.10(b), Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and no such partial conversion of Eurodollar Loans shall reduce the outstanding principal amount of such Eurodollar Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount applicable thereto, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only be converted into Eurodollar Loans if no Specified Default or Event of Default is in existence on the date of the conversion, and (iii) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Euro Rate Loans than is permitted under Section 2.021.02 and (iv) Swingline Loans may not be converted pursuant to this Section 1.06. Each such conversion pursuant to this Section 1.06 shall be effected by the respective Borrower by giving the Administrative Agent at the applicable Notice Office prior to 2:00 1:00 P.M. (New York City timeLocal Time) at least three Business Days' (x) or, in the case of conversions of Base Rate Loans into Eurodollar Loansan Interest Period other than a one, two, three or six-month period, at least five Business Days’ prior notice and (y') in the case of conversions of Eurodollar Loans into Base Rate Loans, one Business Day’s prior notice (each, each a “"Notice of Conversion/Continuation”), in each case ") in the form of Exhibit A-2, appropriately completed to specify the Dollar Loans to be so converted, the Borrowing or Borrowings Borrowing(s) pursuant to which such Dollar Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Dollar Loans. Upon any such conversion, the proceeds thereof will be applied directly on the day of such conversion to prepay the outstanding principal amount of the Dollar Loans being converted.

Conversions. The Borrower shall have the option to convert, on any Business Day beginning three occurring on or after the third Business Days following Day after the Initial Borrowing Date, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans (other than Swingline Loans which may not be converted pursuant to this Section 2.06) made pursuant to one or more Borrowings (so long as of the same Tranche) of one or more Types of Loans into a Borrowing (of the same Tranche) of another Type of Loan, provided that, PROVIDED that (i) except as otherwise provided in Section 2.10(b)1.10(b) or unless the Borrower pays all breakage costs and other amounts owing to each Lender pursuant to Section 1.11 concurrently with any such conversion, Eurodollar Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the Loans being converted and converted, (ii) no such partial conversion of a Borrowing of Eurodollar Loans shall reduce the outstanding principal amount of such the Eurodollar Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto, (iiiii) unless the Required Lenders otherwise agreeagree in writing, Base Rate Loans may only be converted into Eurodollar Loans if no Default or Event of Default is in existence on the date of the conversion, and (iiiiv) no conversion pursuant to this Section 2.06 1.06 shall result in a greater number of Borrowings of Eurodollar Loans than is permitted under Section 2.021.02, (v) unless the Syndication Date has occurred (at which time this clause (v) shall no longer be applicable), prior to the 90th day after the Initial Borrowing Date, conversions of Base Rate Loans into Eurodollar Loans may only be made if any such conversion is effective on the first day of the first, second or third Interest Period referred to in clause (y) of each of Sections 1.01(a)(i), 1.01(b)(i), 1.01(c)(i) and 1.01(d)(i) and so long as such conversion does not result in a greater number of Borrowings of Eurodollar Loans prior to the 90th day after the Initial Borrowing Date as are permitted under Sections 1.01(a)(i), 1.01(b)(i), 1.01(c)(i) and 1.01(d)(i) and (vi) Swingline Loans may not be converted pursuant to this Section 1.06. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at the its Notice Office prior to 2:00 P.M. 12:00 Noon (New York City time) at least (x) in the case of conversions of Base Rate Loans into a conversion to Eurodollar Loans, three Business Days’ ' prior written notice and (y) in the case of conversions of Eurodollar Loans into a conversion to Base Rate Loans, one Business Day’s 's prior written notice (each, a “Notice of Conversion/Continuation”"NOTICE OF CONVERSION"), in each case in the form of Exhibit A-2, appropriately completed to specify specifying the Loans to be so converted, the Borrowing or Borrowings Borrowing(s) pursuant to which such Loans were incurred made and, if to be converted into Euro Rate Eurodollar Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans.

Conversions. The Borrower shall have the option to convert, convert on any Business Day beginning three Business Days following occurring on and after the Initial date of the initial Borrowing Date, all or a portion equal to at least the Minimum Borrowing Amount of the outstanding principal amount of Loans a Eurodollar Rate Loan or a Base Rate Loan (in each case other than Swingline Loans which may not be converted pursuant to this Section 2.063.4.3) made pursuant to one in a minimum of $3,000,000 or more Borrowings an integral multiple of one or more Types of Loans $1,000,000 in excess thereof into a Borrowing of another Type of Base Rate Loan or a Eurodollar Rate Loan, provided thatas the case may be; provided, that (i) except as otherwise provided in Section 2.10(b)3.4.4, Eurodollar Rate Loans may be converted into Base Rate Loans only on the last day of an Interest Period applicable to the thereto and only on a pro rata basis among such Eurodollar Rate Loans being converted and no such partial conversion of a Borrowing of Eurodollar Rate Loans shall reduce the outstanding principal amount of such the Eurodollar Rate Loans made pursuant to a single such Borrowing to less than the Minimum Borrowing Amount applicable thereto$3,000,000, (ii) unless the Required Lenders otherwise agree, Base Rate Loans may only not be converted into Eurodollar Rate Loans if no Default or an Event of Default is in existence on the date of the conversionconversion and the Administrative Agent or the Controlling Class has determined that such conversion at such time would be disadvantageous to the Lenders or the Insurer, and (iii) no conversion pursuant to this Section 2.06 shall result in a greater number of Borrowings of Eurodollar Rate Loans resulting from this Section 3.4.3 shall be limited in number as provided in Section 3.4.2(a)(ii); provided, however, that notwithstanding anything to the contrary contained herein, no Loan by a Lender who is not a CP Conduit shall be converted into a Cost of Funds Rate Loan and no Loan by a Lender who is a CP Conduit shall be converted into any Type of Loan other than is permitted under Section 2.02a Cost of Funds Rate Loan. Each such conversion shall be effected by the Borrower by giving the Administrative Agent at (so long as the Notice Office Senior Facility Insurance Policy is in effect, with a copy to the Insurer), prior to 2:00 P.M. 8:00 a.m. (New York City Los Angeles time) ), at least three (x3) Business Days' (or two (2) Business Days', in the case of conversions of Base Rate Loans into Eurodollar Loans, three Business Days’ prior notice and (y) in the case of conversions of Eurodollar Loans a conversion into Base Rate Loans, one Business Day’s ) prior written notice (each, a “Notice of Conversion/Continuation”), in each case in the form of Exhibit A-2C (or telephonic notice promptly confirmed by such written notice) (each a "Notice of Conversion"), appropriately completed to specify specifying the Loans to be so converted, the Borrowing or Borrowings pursuant to which such Loans were incurred made, the Type of Loans to be converted into and, if to be converted into Euro a Borrowing of Eurodollar Rate Loans, the Interest Period to be initially applicable thereto. The Administrative Agent shall give each Lender prompt notice of any such proposed conversion affecting any of its Loans. In addition, notwithstanding anything to the contrary contained herein, any Cost of Funds Rate Loan assigned by a CP Conduit to a Lender who is not a CP Conduit shall automatically convert, at the election of the Borrower, into a Eurodollar Rate Loan (so long as the Borrower gives at least three (3) Business Days' prior written notice) or a Base Rate Loan (it being understood that the foregoing shall not apply to any assignment by an Other CP Conduit to its related Liquidity Provider). In the absence of any such election by the Borrower, and so long as the Borrower gives at least three (3) Business Days' prior written notice, such assigned Loan shall convert into a Eurodollar Rate Loan.