Common use of Duration of Interest Periods Clause in Contracts

Duration of Interest Periods. (a) Subject to the limitation described herein, the Lead Borrower shall have the option to elect an Interest Period to be applicable to a Revolving Credit Loan, or any portion of the Term Loan, or any portion of the Acquisition Term Loan by giving notice of such election (a "RENEWAL / CONVERSION NOTICE") in the form of EXHIBIT 3-10, annexed hereto received no later than 10:00 Boston time One (1) Business Day before the end of the then applicable Interest Period if such Loan is to be converted to a Base Margin Loan and Three (3) Business Days before (and not counting) the end of the then applicable Interest Period if such Loan is to be continued as, or converted to, a LIBOR Loan; provided, however, that (a) any Conversion of LIBOR Loans may be made only on the last day of the respective Interest Period for such Loans, and (b) no loan may be Converted to a LIBOR Loan when any Event of Default has occurred and is continuing. Each such Conversion Request shall be by telephone, telecopy, electronic mail, telex or cable, in each case confirmed immediately in writing in the manner specified for notices herein, and shall, within the restrictions specified above, specify (i) the date of such Conversion, (ii) the Loans to be Converted, and (iii) if such Conversion is to LIBOR Loan the duration of the initial Interest Period for such Loans. Each Conversion Request with respect to LIBOR Loans shall be irrevocable and binding on the Borrowers. (b) If the Administrative Agent does not receive a notice of election of, or conversion to, an Interest Period for a LIBOR Loan pursuant to subsection (a) within the applicable time limits specified therein, the Lead Borrower shall be deemed to have elected to convert such Loan in whole into a Base Margin Loan on the last day of the then current Interest Period with respect thereto. (c) The Lead Borrower shall not select, renew, or convert any Revolving Credit Loan or any portion of the Term Loan or any portion of the Acquisition Term Loan such that there are more than six (6) interest rates applicable to the Revolving Credit Loans, the Term Loan, and the Acquisition Term Loan in the aggregate which are LIBOR Loans at any one time. (d) LIBOR Loans shall each be in an amount of not less than Five Hundred Thousand and no/100 Dollars ($500,000.00) and Five Hundred Thousand and no/100 Dollars ($500,000.00) increments in excess of such minimum. (e) If after giving a Conversion Request, the Lead Borrower fails to borrow or Convert any LIBOR Loan, the Lead Borrower shall indemnify the Administrative Agent and each Lender against any loss or expense incurred by the Administrative Agent and each Lender as a result of such failure, including, without limitation, any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by any Lender to fund or maintain a LIBOR Loan to be made by such Lender and the compensation as provided for in Section 3-17, herein.

Duration of Interest Periods. (a) Subject Prior to the limitation described herein, the Lead Borrower Syndication Date each Interest Period shall have the option a duration of one Month (or such other duration as is necessary to elect an ensure that such Interest Period to be applicable to a Revolving Credit Loan, or any portion of shall end on the Term Loan, or any portion of the Acquisition Term Loan by giving notice of such election Syndication Date). (a "RENEWAL / CONVERSION NOTICE"b) in the form of EXHIBIT 3-10, annexed hereto received no later than 10:00 Boston time One (1) Business Day before the end of the then applicable The first Interest Period if such for the first Loan is to be converted to made under a Base Margin Facility shall begin on the Utilisation Date for that Loan and Three (3) Business Days before (and not counting) the end of the then applicable Interest Period if such Loan is to be continued as, or converted to, a LIBOR Loan; provided, however, that (a) any Conversion of LIBOR Loans may be made only on the last day of the respective Interest Period applicable to that first Loan. At the end of the first Interest Period for each Loan under a Facility, such Loans, and (b) no loan may be Converted to a LIBOR Loan when any Event of Default has occurred and is continuing. Each such Conversion Request shall be by telephone, telecopy, electronic mail, telex or cable, in each case confirmed immediately in writing in the manner specified for notices herein, and shall, within the restrictions specified above, specify consolidated with all other Loans (iif any) the date of then outstanding under that Facility such Conversion, (ii) the that all Loans to under that Facility shall then be Converted, and (iii) if such Conversion is to LIBOR Loan the duration of the initial Interest Period for such Loans. Each Conversion Request with respect to LIBOR Loans shall be irrevocable and binding on the Borrowers. (b) If the Administrative Agent does not receive treated as a notice of election of, or conversion to, an Interest Period for a LIBOR Loan pursuant to subsection (a) within the applicable time limits specified therein, the Lead Borrower shall be deemed to have elected to convert such Loan in whole into a Base Margin Loan on the last day of the then current Interest Period with respect theretosingle Loan. (c) The Lead Borrower shall not select, renew, or convert any Revolving Credit Loan or any portion of the Term Loan or any portion of the Acquisition Term Loan such that there are more than six (6Subject to Clause 9.1(a) interest rates applicable to the Revolving Credit Loansand Clause 9.1(b), the Term Loan, and Borrower may select an Interest Period for the Acquisition Term Loan in the aggregate which are LIBOR Loans at Utilisation Request or (if the Loan has already been borrowed) in a Selection Notice. The Borrower may select an Interest Period with a duration of one, two, three or six Months or any one timeother period agreed between the Borrower and the Agent (acting on the instructions of all the Lenders). (d) LIBOR Loans shall each Each Selection Notice for the Loan is irrevocable and must be in an amount of delivered to the Agent by the Borrower not less later than Five Hundred Thousand and no/100 Dollars ($500,000.00) and Five Hundred Thousand and no/100 Dollars ($500,000.00) increments in excess of such minimum11:00 a.m. one Business Day before the Quotation Day. (e) If after giving a Conversion Request, the Lead Borrower fails to borrow or Convert any LIBOR Loandeliver a Selection Notice to the Agent in accordance with paragraph (c) above, the Lead Borrower relevant Interest Period will be six Months. (f) An Interest Period shall indemnify not extend beyond a Repayment Date or Final Maturity Date for the Administrative Agent relevant Facility, and each Lender against any loss if an Interest Period would otherwise overrun a Repayment Date or expense incurred by Final Maturity Date for the Administrative Agent and each Lender as a result relevant Facility, such Interest Period shall be shortened so that it ends on that Repayment Date or Final Maturity Date. (g) Each Interest Period shall start on the Utilisation Date or (if the Loan is already made) on the last day of such failure, including, without limitation, any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by any Lender to fund or maintain a LIBOR Loan to be made by such Lender and the compensation as provided for in Section 3-17, hereinits preceding Interest Period.

Duration of Interest Periods. (a) Subject to the limitation described hereinprovisions of the definition of Interest Period, the Lead duration of each Interest Period applicable to a LIBOR Rate Loan shall be as specified in the applicable Notice of Borrowing or Conversion. The applicable Borrower shall have the option to elect an Interest Period to be applicable to a Revolving Credit Loan, or any portion of the Term Loan, or any portion of the Acquisition Term LIBOR Rate Loan by giving notice delivering to the Agent a Notice of Borrowing or Conversion evidencing such election (a "RENEWAL / CONVERSION NOTICE") in the form of EXHIBIT 3-10, annexed hereto received no later than 10:00 a.m. Boston time One on the date two (12) Business Day Days before the end of the then applicable Interest Period if such a LIBOR Rate Loan is to be continued as or a Prime Rate Loan is to be converted to a Base Margin Loan and Three (3) Business Days before (and not counting) the end of the then applicable Interest Period if such Loan is to be continued as, or converted to, a LIBOR Rate Loan; provided, however, that (a) any Conversion of LIBOR Loans may be made only on the last day of the respective Interest Period for such Loans, and (b) no loan may be Converted to a LIBOR Loan when any Event of Default has occurred and is continuing. Each such Notice of Borrowing or Conversion Request shall be by telephone, telecopy, electronic mail, telex or cable, in each case confirmed immediately in writing in the manner specified for notices herein, and shall, within the restrictions specified above, specify (i) the effective date of such Conversioneach Loan or portion thereof to be continued or converted to a LIBOR Rate Loan (which must be a Business Day), (ii) the Loans amount of such Loan (which must be a minimum of $100,000 for a Prime Rate Loan and $500,000 and increments of $100,000 for a LIBOR Rate Loan), (iii) the interest rate option to be Convertedapplicable thereto, and (iiiiv) if such Conversion is to LIBOR Loan the duration of the initial applicable Interest Period for such Loans. Each Conversion Request with respect Period, if any (subject to LIBOR Loans shall be irrevocable and binding on the Borrowersprovisions of the definition of Interest Period). (b) If the Administrative Agent does not receive a notice of election of, or conversion to, of duration of an Interest Period for a LIBOR Rate Loan pursuant to subsection (a) above within the applicable time limits specified therein, or if, when such notice must be given, a Default exists, the Lead applicable Borrower shall be deemed to have elected to convert such LIBOR Rate Loan in whole into a Base Margin Prime Rate Loan on the last day of the then current Interest Period with respect thereto. (c) The Lead Borrower shall Notwithstanding the foregoing, (i) URI may not select, renew, or convert select an Interest Period applicable to any Revolving Credit Loan or Advance that would end, but for the provisions of the definition of Interest Period, after the Revolving Credit Termination Date, (ii) URI may not select an Interest Period applicable to any portion of the URI Term Loan or that would end, but for the provisions of the definition of Interest Period, after the URI Term Loan Maturity Date, and (iii) Saxet may not select an Interest Period applicable to any portion of the Acquisition Saxet Term Loan such that there are more than six (6) interest rates applicable to would end, but for the Revolving Credit Loansprovisions of the definition of Interest Period, after the Term Loan, and the Acquisition Saxet Term Loan in the aggregate which are LIBOR Loans at any one timeMaturity Date. (d) LIBOR Loans shall each be in an amount of not less than Five Hundred Thousand and no/100 Dollars ($500,000.00) and Five Hundred Thousand and no/100 Dollars ($500,000.00) increments in excess of such minimum. (e) If after giving a Conversion Request, the Lead Borrower fails to borrow or Convert any LIBOR Loan, the Lead Borrower shall indemnify the Administrative Agent and each Lender against any loss or expense incurred by the Administrative Agent and each Lender as a result of such failure, including, without limitation, any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by any Lender to fund or maintain a LIBOR Loan to be made by such Lender and the compensation as provided for in Section 3-17, herein.

Duration of Interest Periods. (a) Subject to the limitation described herein, the Lead Borrower shall have the option to elect an Interest Period to be applicable to a Revolving Credit Loan, Loan or any portion of the Term Loan, or any portion of the Acquisition Term Loan by giving notice of such election (a "RENEWAL / CONVERSION NOTICE"“Renewal/Conversion Notice”) in the form of EXHIBIT 3-108, annexed hereto received no later than 10:00 Boston time One one (1) Business Day before the end of the then applicable Interest Period if such Loan is to be converted to a Base Margin Loan and Three three (3) Business Days before (and not counting) the end of the then applicable Interest Period if such Loan is to be continued as, or converted to, a LIBOR Loan; provided, however, that (a) any Conversion of LIBOR Loans may be made only on the last day of the respective Interest Period for such Loans, and (b) no loan may be Converted to a LIBOR Loan when any Event of Default has occurred and is continuing. Each such Conversion Request shall be by telephone, telecopy, electronic mail, telex or cable, in each case confirmed immediately in writing in the manner specified for notices herein, and shall, within the restrictions specified above, specify (i) the date of such Conversion, (ii) the Loans to be Converted, and (iii) if such Conversion is to LIBOR Loan the duration of the initial Interest Period for such Loans. Each Conversion Request with respect to LIBOR Loans shall be irrevocable and binding on the Borrowers. (b) If the Administrative Agent does not receive a notice of election of, or conversion to, an Interest Period for a LIBOR Loan pursuant to subsection (a) within the applicable time limits specified therein, the Lead Borrower shall be deemed to have elected to convert such Loan in whole into a Base Margin Loan on the last day of the then current Interest Period with respect thereto. (c) The Lead Borrower shall not select, renew, or convert any Revolving Credit Loan or any portion of the Term Loan or any portion of the Acquisition Term Loan such that there are more than six (6) interest rates applicable to the Revolving Credit Loans, Loans or any portion of the Term Loan, and the Acquisition Term Loan in the aggregate which are LIBOR Loans at any one time. (d) LIBOR Loans shall each be in an amount of not less than Five Hundred Thousand and no/100 Dollars ($500,000.00) and Five Hundred Thousand and no/100 00/100 Dollars ($500,000.00) increments in excess of such minimum. (e) If If, after giving a Conversion Request, the Lead Borrower fails to borrow or Convert any LIBOR Loan, the Lead Borrower shall indemnify the Administrative Agent and each Lender against any loss or expense incurred by the Administrative Agent and each Lender as a result of such failure, including, without limitation, any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by any Lender to fund or maintain a LIBOR Loan to be made by such Lender and the compensation as provided for in Section 3-1715, herein.

Duration of Interest Periods. (a) Subject to the limitation described hereinprovisions of the definition of Interest Period, the Lead duration of each Interest Period applicable to a LIBOR Loan shall be as specified in the applicable Notice of Borrowing or Conversion. Subject to Section III, Borrower shall have the option to elect an a subsequent Interest Period to be applicable to a Revolving Credit such LIBOR Loan, or any portion of the Term to convert a LIBOR Loan to a Prime Rate Loan, or any portion of the Acquisition Term Loan by giving notice of such election (a "RENEWAL / CONVERSION NOTICE") in the form of EXHIBIT 3-10, annexed hereto to Agent received no later than 10:00 Boston a.m. San Francisco time One on the date two (12) Business Day Days before the end of the then applicable Interest Period, if such LIBOR Loan is to be converted to a Prime Rate Loan, and three (3) Business Days before the end of the then applicable Interest Period if such Loan is to be converted to a Base Margin Loan and Three (3) Business Days before (and not counting) the end of the then applicable Interest Period if such Loan is to be continued as, or converted to, as a LIBOR Loan; provided, however, that (a) any Conversion of LIBOR Loans may be made only on the last day of the respective Interest Period for such Loans, and (b) no loan may be Converted to a LIBOR Loan when any Event of Default has occurred and is continuing. Each such Conversion Request shall be by telephone, telecopy, electronic mail, telex or cable, in each case confirmed immediately in writing in the manner specified for notices herein, and shall, within the restrictions specified above, specify (i) the date of such Conversion, (ii) the Loans to be Converted, and (iii) if such Conversion is to LIBOR Loan the duration of the initial Interest Period for such Loans. Each Conversion Request with respect to LIBOR Loans shall be irrevocable and binding on the Borrowers. (b) If the Administrative Agent does not receive a notice of election of, or conversion to, of duration of an Interest Period for a LIBOR Loan pursuant to subsection (a) above within the applicable time limits specified therein, the Lead or if, when such notice must be given, a Default exists, Borrower shall be deemed to have elected to convert such LIBOR Loan in whole into a Base Margin Prime Rate Loan on the last day of the then current Interest Period with respect thereto. (c) The Lead Notwithstanding the foregoing, Borrower shall may not selectselect an Interest Period that would end, renew, or convert any Revolving Credit Loan or any portion but for the provisions of the Term Loan or any portion definition of Interest Period, after the Acquisition Term Loan such that there are more than six (6) interest rates applicable to the Revolving Credit Loans, the Term Loan, and the Acquisition Term Loan in the aggregate which are LIBOR Loans at any one timeMaturity Date. (d) Subject to the provisions of Section II and the provisions of the definition of Interest Period, Borrower may elect from time-to-time to convert outstanding Prime Rate Loans to LIBOR Loans shall by giving Agent notice no later than required pursuant to Section 2.2(a). The duration of each Interest Period applicable to the Prime Rate Loan to be in an amount of not less than Five Hundred Thousand and no/100 Dollars ($500,000.00) and Five Hundred Thousand and no/100 Dollars ($500,000.00) increments in excess of such minimum. (e) If after giving a Conversion Request, the Lead Borrower fails converted to borrow or Convert any LIBOR Loan, the Lead Borrower shall indemnify the Administrative Agent and each Lender against any loss or expense incurred by the Administrative Agent and each Lender as a result of such failure, including, without limitation, any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by any Lender to fund or maintain a LIBOR Loan to shall be made by such Lender and specified in the compensation as provided for in Section 3-17, hereinapplicable Notice of Borrowing or Conversion.

Duration of Interest Periods. (a) Subject to the limitation described herein, the Lead Borrower shall have the option to elect an Interest Period to be applicable to a Revolving Credit Loan, or any portion of the Term Loan, or any portion of the Acquisition Term Loan by giving notice of such election (a "RENEWAL / CONVERSION NOTICERenewal I Conversion Notice") in the form of EXHIBIT 32-1012, annexed hereto received no later than 10:00 Boston time One (1) Business Day before the end of the then applicable Interest Period if such Loan is to be converted to a Base Margin Loan and Three (3) Business Days before (and not counting) the end of the then applicable Interest Period if such Loan is to be continued as, or converted to, a LIBOR Loan; provided, however, --------- ------- that (a) any Conversion of LIBOR Loans may be made only on the last day of the respective Interest Period for such Loans, and (b) no loan may be Converted to a LIBOR Loan when any Default or Event of Default has occurred and is continuing. Each such Conversion Request shall be by telephone, telecopy, electronic mail, telex or cable, in each case confirmed immediately in writing in the manner specified for notices herein, and shall, within the restrictions specified above, specify (i) the date of such Conversion, (ii) the Loans to be Converted, and (iii) if such Conversion is to LIBOR Loan the duration of the initial Interest Period for such Loans. Each Conversion Request with respect to LIBOR Loans shall be irrevocable and binding on the BorrowersBorrower. (b) If the Administrative Agent Lender does not receive a notice of election of, or conversion to, an Interest Period for a LIBOR Loan pursuant to subsection (a) within the applicable time limits specified therein, the Lead Borrower shall be deemed to have elected to convert such Loan in whole into a Base Margin Loan on the last day of the then current Interest Period with respect thereto. (c) The Lead Borrower shall not select, renew, or convert any Revolving Credit Loan or any portion of the Term Loan or any portion of the Acquisition Term Loan such that there are more than six three (63) interest rates applicable to the Revolving Credit Loans, the Term Loan, and the Acquisition Term Loan in the aggregate Loans which are LIBOR Loans at any one time. (d) LIBOR Loans shall each be in an amount of not less than Five Hundred Thousand and no/100 Dollars ($500,000.00) and Five One Hundred Thousand and no/100 Dollars ($500,000.00100,000.00) increments in excess of such minimum. (e) If after giving a Conversion Request, the Lead Borrower fails to borrow or Convert any LIBOR Loan, the Lead Borrower shall indemnify the Administrative Agent and each Lender against any loss or expense incurred by the Administrative Agent and each Lender as a result of such failure, failure including, without limitation, any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by any the Lender to fund or maintain a LIBOR Loan to be made by such the Lender and the compensation as provided for in Section 32-1719, herein.

Duration of Interest Periods. (a) Subject to the limitation described herein, the Lead Borrower shall have the option to elect an Interest Period to be applicable to a Revolving Credit Loan, or any portion of the Term Loan, or any portion of the Acquisition Term Loan by giving notice of such election (a "RENEWAL / CONVERSION NOTICE") in the form of EXHIBIT 3-10, annexed hereto received no later than 10:00 Boston time One (1) Business Day before the end of the then applicable Interest Period if such Loan is to be converted to a Base Margin Loan and Three (3) Business Days before (and not counting) the end of the then applicable Interest Period if such Loan is to be continued as, or converted to, a LIBOR Loan; provided, however, that (a) any Conversion of LIBOR Loans may be made only on the last day of the respective Interest Period for such Loans, and (b) no loan may be Converted to a LIBOR Loan when any Default or Event of Default has occurred and is continuing. Each such Conversion Request shall be by telephone, telecopy, electronic mail, telex or cable, in each case confirmed immediately in writing in the manner specified for notices herein, and shall, within the restrictions specified above, specify (i) the date of such Conversion, (ii) the Loans to be Converted, and (iii) if such Conversion is to LIBOR Loan the duration of the initial Interest Period for such Loans. Each Conversion Request with respect to LIBOR Loans shall be irrevocable and binding on the BorrowersBorrower. (b) If the Administrative Agent Lender does not receive a notice of election of, or conversion to, an Interest Period for a LIBOR Loan pursuant to subsection (a) within the applicable time limits specified therein, the Lead Borrower shall be deemed to have elected to convert such Loan in whole into a Base Margin Loan on the last day of the then current Interest Period with respect thereto. (c) The Lead Borrower shall not select, renew, or convert any Revolving Credit Loan or any portion of the Term Loan or any portion of the Acquisition Term Loan such that there are more than six three (63) interest rates applicable to the Revolving Credit Loans, the Term Loan, and the Acquisition Term Loan in the aggregate Loans which are LIBOR Loans at any one time. (d) LIBOR Loans shall each be in an amount of not less than Five Hundred Thousand and no/100 Dollars ($500,000.00) and Five Hundred Thousand and no/100 Dollars ($500,000.00) increments in excess of such minimum. (e) If after giving a Conversion Request, the Lead Borrower fails to borrow or Convert any LIBOR Loan, the Lead Borrower shall indemnify the Administrative Agent and each Lender against any loss or expense incurred by the Administrative Agent and each Lender as a result of such failure, failure including, without limitation, any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by any the Lender to fund or maintain a LIBOR Loan to be made by such the Lender and the compensation as provided for in Section 3-1718, herein.

Duration of Interest Periods. (a) Subject to the limitation described herein, the Lead Borrower shall have the option to elect an Interest Period to be applicable to a Revolving Credit Loan, Loan or any portion of the Term Loan, or any portion of the Acquisition Term Loan by giving notice of such election (a "RENEWAL Renewal / CONVERSION NOTICEConversion Notice") in the form of EXHIBIT 3-10, annexed hereto received no later than 10:00 Boston time One (1) Business Day before the end of the then applicable Interest Period if such Loan is to be converted to a Base Margin Loan and Three (3) Business Days before (and not counting) the end of the then applicable Interest Period if such Loan is to be continued as, or converted to, a LIBOR Loan; provided, however, that (a) any Conversion of LIBOR Loans may be made only on the last day of the respective Interest Period for such Loans, and (b) no loan may be Converted to a LIBOR Loan when any Suspension Event or Event of Default has occurred and is continuing. Each such Conversion Request shall be by telephone, telecopy, electronic mail, telex or cable, in each case confirmed immediately in writing in the manner specified for notices herein, and shall, within the restrictions specified above, specify (i) the date of such Conversion, (ii) the Loans to be Converted, and (iii) if such Conversion is to LIBOR Loan the duration of the initial Interest Period for such Loans. Each Conversion Request with respect to LIBOR Loans shall be irrevocable and binding on the Borrowers. (ba) If the Administrative Agent does not receive a notice of election of, or conversion to, an Interest Period for a LIBOR Loan pursuant to subsection (a) within the applicable time limits specified therein, the Lead Borrower shall be deemed to have elected to convert such Loan in whole into a Base Margin Loan on the last day of the then current Interest Period with respect thereto. (cb) The Lead Borrower shall not select, renew, or convert any Revolving Credit Loan or any portion of the Term Loan or any portion of the Acquisition Term Loan such that there are more than six (6) interest rates applicable to the Revolving Credit Loans, the Term Loan, Loans and the Acquisition Term Loan in the aggregate which are LIBOR Loans at any one time. (dc) LIBOR Loans shall each be in an amount of not less than Five Hundred Thousand and no/100 Dollars ($500,000.00) and Five Hundred Thousand and no/100 Dollars ($500,000.00) increments in excess of such minimum. (e) If after giving a Conversion Request, the Lead Borrower fails to borrow or Convert any LIBOR Loan, the Lead Borrower shall indemnify the Administrative Agent and each Lender against any loss or expense incurred by the Administrative Agent and each Lender as a result of such failure, including, without limitation, any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by any Lender to fund or maintain a LIBOR Loan to be made by such Lender and the compensation as provided for in Section 3-17, herein.

Duration of Interest Periods. 5.2.1 Interest payable on the Term Loan shall be calculated by reference to successive periods ascertained in accordance with this Clause 5.2 (each an "INTEREST PERIOD"). (a) Subject to Except for the limitation described hereinpurpose of Clause 4.3, the Lead Borrower shall have the option to elect an each Interest Period will be of 1, 3 or 6 months' duration (or such other period as is necessary for the Borrower to comply with its obligations under Clause 5.2.6) or such other period as the Bank may allow. (b) With effect from the Interest Date relating to Tranche B and Tranche C falling on or after 31st March 1996 all the Term Loan Tranches shall be applicable to a Revolving Credit Loan, or any portion of consolidated into one Term Loan Tranche which will constitute the Term Loan, or . 5.2.3 The first Interest Period for any portion of the Acquisition Term Loan by giving notice of such election (a "RENEWAL / CONVERSION NOTICE") in Tranche shall start on the form of EXHIBIT 3-10, annexed hereto received no later than 10:00 Boston time One (1) Business Day before the end of the then applicable relative Drawdown Date. Each succeeding Interest Period if such Loan is to be converted to a Base Margin Loan and Three (3) Business Days before (and not counting) the end of the then applicable Interest Period if such Loan is to be continued as, or converted to, a LIBOR Loan; provided, however, that (a) any Conversion of LIBOR Loans may be made only shall start on the last day of the respective preceding Interest Period for such LoansPeriod. 5.2.4 The Borrower shall, and (b) no loan may be Converted to a LIBOR Loan when any Event not less than 3 Business Days before the last Business Day of Default has occurred and is continuing. Each such Conversion Request shall be by telephoneeach Interest Period, telecopy, electronic mail, telex or cable, in each case confirmed immediately notify the Bank in writing in the manner specified for notices herein, and shall, within the restrictions specified above, specify (i) the date of such Conversion, (ii) the Loans to be Converted, and (iii) if such Conversion is to LIBOR Loan the duration of the initial next Interest Period. 5.2.5 If for any reason the Borrower fails to select the duration of any Interest Period for such Loans. Each Conversion Request with respect to LIBOR Loans shall be irrevocable and binding on the Borrowers. (b) If the Administrative Agent does not receive a notice of election ofTerm Loan, or conversion to, an Interest Period for a LIBOR Loan pursuant to subsection (a) within the applicable time limits specified therein, the Lead Borrower it shall be deemed to have elected selected an Interest Period of 3 months or such other period as is necessary for the Borrower to convert comply with its obligations under Clause 5.2.6. 5.2.6 The Borrower shall ensure that an Interest Period ends on each Installment Repayment Date. 5.2.7 Notwithstanding any contrary provision in this Agreement, no Interest Period may be for a period such Loan in whole into a Base Margin Loan that it would expire after the Repayment Date and if the Borrower selects an Interest Period expiring after the Repayment Date, it shall be deemed to have selected one expiring on the Repayment Date. 5.2.8 Any Interest Period which commences on the last Business Day in a month or on a Business Day for which there is no numerically corresponding day of in the then current month in which that Interest Period with respect theretois to end, shall (subject to Clause 5.2.7) end on the last Business Day in that later month. (c) The Lead Borrower 5.2.9 Any Interest Period which would otherwise end on a day which is not a Business Day shall not selecton the next succeeding Business Day or, renew, or convert any Revolving Credit Loan or any portion of the Term Loan or any portion of the Acquisition Term Loan such if that there are more than six (6) interest rates applicable to the Revolving Credit Loans, the Term Loan, and the Acquisition Term Loan day falls in the aggregate which are LIBOR Loans at any one timefollowing month, on the immediately preceding Business Day. (d) LIBOR Loans shall each be in an amount of not less than Five Hundred Thousand and no/100 Dollars ($500,000.00) and Five Hundred Thousand and no/100 Dollars ($500,000.00) increments in excess of such minimum. (e) If after giving a Conversion Request, the Lead Borrower fails to borrow or Convert any LIBOR Loan, the Lead Borrower shall indemnify the Administrative Agent and each Lender against any loss or expense incurred by the Administrative Agent and each Lender as a result of such failure, including, without limitation, any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by any Lender to fund or maintain a LIBOR Loan to be made by such Lender and the compensation as provided for in Section 3-17, herein.

Duration of Interest Periods. (a) Subject to the limitation described herein, the Lead Borrower shall have the option to elect an Interest Period to be applicable to a Revolving Credit Loan, or any portion of the Term Loan, or any portion of the Acquisition Term Loan by giving notice of such election (a "RENEWAL / RENEWAL/CONVERSION NOTICE") in the form of EXHIBIT 3-108, annexed hereto received no later than 10:00 Boston time One one (1) Business Day before the end of the then applicable Interest Period if such Loan is to be converted to a Base Margin Loan and Three three (3) Business Days before (and not counting) the end of the then applicable Interest Period if such Loan is to be continued as, or converted to, a LIBOR Loan; provided, however, that (a) any Conversion of LIBOR Loans may be made only on the last day of the respective Interest Period for such Loans, and (b) no loan may be Converted to a LIBOR Loan when any Event of Default has occurred and is continuing. Each such Conversion Request shall be by telephone, telecopy, electronic mail, telex or cable, in each case confirmed immediately in writing in the manner specified for notices herein, and shall, within the restrictions specified above, specify (i) the date of such Conversion, (ii) the Loans to be Converted, and (iii) if such Conversion is to LIBOR Loan the duration of the initial Interest Period for such Loans. Each Conversion Request with respect to LIBOR Loans shall be irrevocable and binding on the Borrowers. (b) If the Administrative Agent does not receive a notice of election of, or conversion to, an Interest Period for a LIBOR Loan pursuant to subsection (a) within the applicable time limits specified therein, the Lead Borrower shall be deemed to have elected to convert such Loan in whole into a Base Margin Loan on the last day of the then current Interest Period with respect thereto. (c) The Lead Borrower shall not select, renew, or convert any Revolving Credit Loan or any portion of the Term Loan or any portion of the Acquisition Term Loan such that there are more than six (6) interest rates applicable to the Revolving Credit Loans, the Term Loan, and the Acquisition Term Loan Loans in the aggregate which are LIBOR Loans at any one time. (d) LIBOR Loans shall each be in an amount of not less than Five Hundred Thousand and no/100 Dollars ($500,000.00) and Five Hundred Thousand and no/100 Dollars ($500,000.00) increments in excess of such minimum. (e) If If, after giving a Conversion Request, the Lead Borrower fails to borrow or Convert any LIBOR Loan, the Lead Borrower shall indemnify the Administrative Agent and each Lender against any loss or expense incurred by the Administrative Agent and each Lender as a result of such failure, including, without limitation, any loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by any Lender to fund or maintain a LIBOR Loan to be made by such Lender and the compensation as provided for in Section 3-1715, herein.