Common use of Election of Interest Rate Basis Clause in Contracts

Election of Interest Rate Basis. The Borrower may select the interest rate basis for portions of the outstanding principal amount of the Loan by creating Base Rate Tranches and LIBOR Tranches by providing the Agent with written notice of the interest rate election requirements in a Revolving Loan Borrowing Request or an Interest Rate Election Request not later than (i) 11:00 a.m. (local time at the Applicable Lending Office of the Agent) on the effective date of any interest rate election creating only Base Rate Tranches from a new Revolving Loan Borrowing or (ii) 11:00 a.m. (local time at the Applicable Lending Office of the Agent) on the third Business Day before the effective date of any interest rate election creating or converting the interest rate basis of any LIBOR Tranche, in each case, confirmed in writing before 5:00 p.m. on the day of such telephonic notice. Each request shall be fully completed, shall specify the information required therein, and shall be irrevocable and binding on the Borrower. The Agent shall promptly forward notice of the interest rate election to the Banks and shall notify the Borrower of the applicable interest rate. Each election shall cause the principal amount of each Tranche to be equal to or greater than the Minimum Tranche Amount and to be in multiples of the Minimum Tranche Multiple. At no time shall there be more than five separate LIBOR Tranches outstanding. Any conversion of an existing LIBOR Tranche is subject to Section 2.6. Subject to the satisfaction of all applicable conditions precedent, the Banks shall before close of business on the date requested by the Borrower make effective the applicable interest rate election. If at the end of the Interest Period for any LIBOR Tranche the Borrower has not elected a new interest rate basis for such outstanding principal, such outstanding principal shall become a Base Rate Tranche. Each Base Rate Tranche shall continue as a Base Rate Tranche until a different interest rate basis is elected by the Borrower.

Election of Interest Rate Basis. The Under the Borrowing Request provided to the Agent in connection with the making of any Borrowing under any Loan, and under each Interest Rate Election Request applicable to such Loan, the Borrower may select the amount and the Type of the Tranches, and for each LIBOR Tranche selected, any permitted Interest Period for each such LIBOR Tranche, which will comprise such Borrowing or the Loan, provided that (A) at no time shall there be more than the applicable Maximum Number of Tranches outstanding under any Loan and (B) each Tranche must be in a principal amount equal to or greater than the Minimum Tranche Amount. Such interest rate basis for portions of the outstanding principal amount of the Loan by creating Base Rate Tranches and LIBOR Tranches by providing elections must be provided to the Agent with written notice of the interest rate election requirements in a Revolving Loan Borrowing Request writing or an Interest Rate Election Request by telecopy not later than (i) 11:00 a.m. (local time at the Applicable Lending Office of the Agent) on the effective date of any interest rate election creating only Base Rate Tranches from a new Revolving Loan Borrowing or (ii) 11:00 a.m. 1:00 p.m. (local time at the Applicable Lending Office of the Agent) on the third Business Day before the effective date of any proposed Borrowing or interest rate election creating any LIBOR Tranche or converting 11:00 a.m. (local time at the Applicable Lending Office of the Agent) on the same day of any proposed Borrowing or interest rate basis of any LIBOR Tranche, in each case, confirmed in writing before 5:00 p.m. on the day of such telephonic notice. Each request shall be fully completed, shall specify the information required therein, and shall be irrevocable and binding on the Borrowerelection creating only Prime Rate Tranches. The Agent shall promptly forward notice copies of the interest rate election any Interest Rate Election Request to the Banks and Banks. For each LIBOR Tranche, upon determination by the Agent, the Agent shall promptly notify the Borrower and the Banks of the applicable interest rate. Each election shall cause the principal amount of each Tranche to be equal to or greater than the Minimum Tranche Amount and to be in multiples of the Minimum Tranche Multiple. At no time shall there be more than five separate LIBOR Tranches outstandingrate for such Tranche. Any conversion of an existing LIBOR Tranche prior to the last day of its Interest Period is subject to Section 2.62.8. Subject to the satisfaction of all applicable conditions precedent, the Banks shall before close of business on the date requested by the Borrower make effective the applicable interest rate election. If at At the end of the Interest Period for any LIBOR Tranche Tranche, if the Borrower has not elected a new selected the next interest rate basis for such outstanding principalLIBOR Tranche pursuant to an Interest Rate Election Request, the Borrower shall be deemed to have selected such outstanding principal shall become Tranche to continue as a Base Rate TrancheLIBOR Tranche with an Interest Period of one month. Each Base Prime Rate Tranche shall continue as a Base Prime Rate Tranche until a different interest rate basis is elected by unless the BorrowerBorrower converts such Prime Rate Tranche pursuant to an Interest Rate Election Request.

Election of Interest Rate Basis. The Borrower may select the interest rate basis for portions the Term Loan and the Revolving Loan in accordance with the terms of this Section 2.6(a): (i) Under the outstanding principal amount of the Loan by creating Base Rate Tranches and LIBOR Tranches by providing the Agent with written notice of the interest rate election requirements in a Revolving Loan Borrowing Request provided to the Administrative Agent in connection with the making of each Revolving Loan Borrowing, the Borrower shall select the amount and the Type of the Tranches, and for each LIBOR Tranche selected, any permitted Interest Period for each such LIBOR Tranche, which will comprise such Revolving Loan Borrowing, provided that (A) at no time shall there be more than ten separate LIBOR Tranches outstanding and (B) each LIBOR Tranche must be in a principal amount equal to or an Interest greater than $1,000,000 and be made in multiples of $500,000, and the Prime Rate Election Request Tranche must be in a principal amount equal to or greater than $1,000,000 and be made in multiples of $100,000. Such interest rate elections must be provided to the Administrative Agent in writing or by telecopy not later than 1:00 p.m. (ilocal time at the Applicable Lending Office of the Administrative Agent) on the third Business Day before the date of any proposed Revolving Loan Borrowing comprised of a LIBOR Tranche or 11:00 a.m. (local time at the Applicable Lending Office of the Administrative Agent) on the effective date same day of any interest rate election creating only Base Rate Tranches from a new proposed Revolving Loan Borrowing or which is a Prime Rate Borrowing. The Administrative Agent shall promptly forward copies of such interest rate elections to the Banks. In the case of any Revolving Loan Borrowing comprised of a LIBOR Tranche, upon determination by the Administrative Agent, the Administrative Agent shall promptly notify the Borrower and the Banks of the applicable interest rate for such Tranche. (ii) 11:00 a.m. With respect to any Tranche, the Borrower may continue or convert any portion of any LIBOR Tranche or the Prime Rate Tranche to form new LIBOR Tranches or increase or decrease the amount of the Prime Rate Tranche in accordance with this paragraph. Each such continuation or conversion shall be deemed to create a new LIBOR Tranche or increase or decrease the amount of the Prime Rate Tranche, as applicable, for all purposes of this Agreement. Each such continuation or conversion shall be made pursuant to a Continuation/Conversion Request given by the Borrower to the Administrative Agent in writing or by telecopy not later than 1:00 p.m. (local time at the Applicable Lending Office of the Administrative Agent) on the third Business Day before the effective date of any interest rate election creating the proposed continuation or converting the interest rate basis of any LIBOR Tranche, in each case, confirmed in writing before 5:00 p.m. on the day of such telephonic noticeconversion. Each request Continuation/Conversion Request shall be fully completed, completed and shall specify the information required therein, and shall be irrevocable and binding on the Borrower. The Administrative Agent shall promptly forward notice of the interest rate election continuation or conversion to the Banks and Banks. In the case of any continuation or conversion into LIBOR Tranches, upon determination by the Administrative Agent, the Administrative Agent shall notify the Borrower and the Banks of the applicable interest rate. Each election Continuations and conversions of LIBOR Tranches shall cause the principal amount of each Tranche to be equal to or greater than the Minimum Tranche Amount and to be made in integral multiples of the Minimum Tranche Multiple. At no time shall there be more than five separate LIBOR Tranches outstanding. Any conversion of an existing LIBOR Tranche is subject to Section 2.6. Subject to the satisfaction of all applicable conditions precedent$500,000, the Banks shall before close of business on the date requested by the Borrower make effective the applicable interest rate election. If at the end and continuations and conversions of the Interest Period for any LIBOR Tranche the Borrower has not elected a new interest rate basis for such outstanding principal, such outstanding principal shall become a Base Rate Tranche. Each Base Prime Rate Tranche shall continue as a Base Rate Tranche until a different interest rate basis is elected by the Borrowerbe made in integral multiples of $100,000.

Election of Interest Rate Basis. The Borrower may select the interest rate basis for portions the Revolving Loan in accordance with the terms of this Section 2.5(a): (i) Under the outstanding principal amount of the Loan by creating Base Rate Tranches and LIBOR Tranches by providing the Agent with written notice of the interest rate election requirements in a Revolving Loan Borrowing Request provided to the Agent in connection with the making of each Revolving Loan Borrowing, the Borrower shall select the amount and the Type of the Tranches, and for each LIBOR Tranche selected, any permitted Interest Period for each such LIBOR Tranche, which will comprise such Revolving Loan Borrowing, provided that (A) at no time shall there be more than ten separate LIBOR Tranches outstanding and (B) each LIBOR Tranche must be in a principal amount equal to or an Interest greater than $1,000,000 and be made in multiples of $500,000, and the Prime Rate Election Request Tranche must be in a principal amount equal to or greater than$1,000,000 and be made in multiples of $100,000. Such interest rate elections must be provided to the Agent in writing or by telecopy not later than (i) 11:00 a.m. (local time at the Applicable Lending Office of the Agent) on the effective date of any interest rate election creating only Base Rate Tranches from a new Revolving Loan Borrowing or (ii) 11:00 a.m. 1:00 p.m. (local time at the Applicable Lending Office of the Agent) on the third Business Day before the effective date of any proposed Revolving Loan Borrowing comprised of a LIBOR Tranche or 11:00 a.m. (local time at the Applicable Lending Office of the Agent) on the same day of any proposed Revolving Loan Borrowing which is a Prime Rate Borrowing. The Agent shall promptly forward copies of such interest rate election creating or converting elections to the Banks. In the case of any Revolving Loan Borrowing comprised of a LIBOR Tranche, upon determination by the Agent, the Agent shall promptly notify the Borrower and the Banks of the applicable interest rate basis for such Tranche. (ii) With respect to any Tranche, the Borrower may continue or convert any portion of any LIBOR Tranche or the Prime Rate Tranche to form new LIBOR Tranches or increase or decrease the amount of the Prime Rate Tranche in accordance with this paragraph. Each such continuation or conversion shall be deemed to create a new LIBOR Tranche or increase or decrease the amount of the Prime Rate Tranche, in each caseas applicable, confirmed for all purposes of this Agreement. Each such continuation or conversion shall be made pursuant to a Continuation/Conversion Request given by the Borrower to the Agent in writing before 5:00 or by telecopy not later than 1:00 p.m. (local time at the Applicable Lending Office of the Agent) on the day third Business Day before the date of such telephonic noticethe proposed continuation or conversion. Each request Continuation/Conversion Request shall be fully completed, completed and shall specify the information required therein, and shall be irrevocable and binding on the Borrower. The Agent shall promptly forward notice of the interest rate election continuation or conversion to the Banks and Banks. In the case of any continuation or conversion into LIBOR Tranches, upon determination by the Agent, the Agent shall notify the Borrower and the Banks of the applicable interest rate. Each election Continuations and conversions of LIBOR Tranches shall be made in integral multiples of $500,000, and continuations and conversions of the Prime Rate Tranche shall be made in integral multiples of $100,000. No continuation or conversion shall be permitted if such continuation or conversion would cause the aggregate outstanding principal amount of each Tranche to be equal to or greater than the Minimum Tranche Amount and to be in multiples of the Minimum Tranche Multiple. At no time shall there be more than five separate LIBOR Tranches outstanding. Any conversion of an existing any LIBOR Tranche is subject to Section 2.6. Subject to the satisfaction of all applicable conditions precedent, the Banks shall before close of business on the date requested by the Borrower make effective the applicable interest rate election. If at which would remain (iii) At the end of the Interest Period for any LIBOR Tranche if the Borrower has not elected continued or converted such LIBOR Tranche into new Tranches as provided for in paragraph (ii) above, the Borrower shall be deemed to have continued such LIBOR Tranche as a new interest rate basis for such outstanding principal, such outstanding principal shall become a Base Rate TrancheLIBOR Tranche with an Interest Period of one month. Each Base All of the Prime Rate Tranche shall continue as a Base the Prime Rate Tranche until a different interest rate basis is elected by unless the BorrowerBorrower converts such Prime Rate Tranche as provided for in paragraph (ii) above.

Election of Interest Rate Basis. The Borrower may select the interest rate basis for portions the Revolving Loan in accordance with the terms of this Section 2.5(a): (i) Under the outstanding principal amount of the Loan by creating Base Rate Tranches and LIBOR Tranches by providing the Agent with written notice of the interest rate election requirements in a Revolving Loan Borrowing Request provided to the Administrative Agent in connection with the making of each Revolving Loan Borrowing, the Borrower shall select the amount and the Type of the Tranches, and for each LIBOR Tranche selected, any permitted Interest Period for each such LIBOR Tranche, which will comprise such Revolving Loan Borrowing, provided that (A) at no time shall there be more than seven separate LIBOR Tranches outstanding and (B) each LIBOR Tranche must be in a principal amount equal to or an Interest greater than $1,000,000 and be made in multiples of $1,000,000, and the Prime Rate Election Request Tranche must be in a principal amount equal to or greater than $500,000 and be made in multiples of $100,000. Such interest rate elections must be provided to the Administrative Agent in writing or by telecopy not later than 1:00 p.m. (ilocal time at the Applicable Lending Office of the Administrative Agent) on the third Business Day before the date of any proposed Revolving Loan Borrowing comprised of a LIBOR Tranche or 11:00 a.m. (local time at the Applicable Lending Office of the Administrative Agent) on the effective date same day of any interest rate election creating only Base Rate Tranches from a new proposed Revolving Loan Borrowing or which is a Prime Rate Borrowing. The Administrative Agent shall promptly forward copies of such interest rate elections to the Banks. In the case of any Revolving Loan Borrowing comprised of a LIBOR Tranche upon determination by the Administrative Agent, the Administrative Agent shall promptly notify the Borrower and the Banks of the applicable interest rate for such Tranche. (ii) 11:00 a.m. With respect to any Tranche, the Borrower may continue or convert any portion of any LIBOR Tranche or the Prime Rate Tranche to form new LIBOR Tranches or increase or decrease the amount of the Prime Rate Tranche in accordance with this paragraph. Each such continuation or conversion shall be deemed to create a new LIBOR Tranche or increase or decrease the amount of the Prime Rate Tranche, as applicable, for all purposes of this Agreement. Each such continuation or conversion shall be made pursuant to a Continuation/Conversion Request given by the Borrower to the Administrative Agent in writing or by telecopy not later than 1:00 p.m. (local time at the Applicable Lending Office of the Administrative Agent) on the third Business Day before the effective date of any interest rate election creating the proposed continuation or converting conversion in the interest rate basis case of any LIBOR Trancheconversions, in each case, confirmed in writing before 5:00 p.m. and on the day of such telephonic notice. Each request shall be fully completed, shall specify the information required therein, and shall be irrevocable and binding on the Borrower. The Agent shall promptly forward notice same Business Day of the interest rate election to the Banks and shall notify the Borrower of the applicable interest rate. Each election shall cause the principal amount of each Tranche to be equal to or greater than the Minimum Tranche Amount and to be in multiples of the Minimum Tranche Multiple. At no time shall there be more than five separate LIBOR Tranches outstanding. Any conversion of an existing LIBOR Tranche is subject to Section 2.6. Subject to the satisfaction of all applicable conditions precedent, the Banks shall before close of business on the date requested by the Borrower make effective the applicable interest rate election. If at the end of the Interest Period for any LIBOR Tranche the Borrower has not elected a new interest rate basis for such outstanding principal, such outstanding principal shall become a Base Rate Tranche. Each Base Rate Tranche shall continue as a Base Rate Tranche until a different interest rate basis is elected by the Borrower.proposed continuation

Election of Interest Rate Basis. The Borrower Borrowers may select the interest rate basis for portions the Revolving Loan in accordance with the terms of this Section 2.5(a): (i) Under the outstanding principal amount of the Loan by creating Base Rate Tranches and LIBOR Tranches by providing the Agent with written notice of the interest rate election requirements in a Revolving Loan Borrowing Request provided to the Administrative Agent in connection with the making of each Revolving Loan Borrowing, the applicable Borrower shall select the amount and the Type of the Tranches, and for each LIBOR Tranche selected, any permitted Interest Period for each such LIBOR Tranche, which will comprise such Revolving Loan Borrowing, provided that (A) at no time shall there be more than five separate LIBOR Tranches outstanding and (B) each LIBOR Tranche must be in a principal amount equal to or an Interest greater than $1,000,000 and in multiples of $100,000, and the Prime Rate Election Request Tranche must be in a principal amount equal to or greater than $100,000 and in multiples of $25,000. Such interest rate elections must be provided to the Administrative Agent in writing or by telecopy not later than (i) 11:00 a.m. (local time at the Applicable Lending Office of the Agent) on the effective date of any interest rate election creating only Base Rate Tranches from a new Revolving Loan Borrowing or (ii) 11:00 a.m. (local time at the Applicable Lending Office of the Agent) 1:00 p.m. on the third Business Day before the effective date of any proposed Revolving Loan Borrowing comprised of a LIBOR Tranche or 12:00 noon on the same day of any proposed Revolving Loan Borrowing which is a Prime Rate Borrowing. The Administrative Agent shall promptly forward copies of such interest rate election creating or converting elections to the Banks. In the case of any Revolving Loan Borrowing comprised of a LIBOR Tranche, upon determination by the Administrative Agent, the Administrative Agent shall promptly notify the applicable Borrower and the Banks of the applicable interest rate basis for such Tranche. (ii) With respect to any Tranche, the applicable Borrower may continue or convert any portion of any LIBOR Tranche or the Prime Rate Tranche to form new LIBOR Tranches or increase or decrease the amount of the Prime Rate Tranche in accordance with this paragraph. Each such continuation or conversion shall be deemed to create a new LIBOR Tranche or increase or decrease the amount of the Prime Rate Tranche, in each caseas applicable, confirmed for all purposes of this Agreement. Each such continuation or conversion shall be made pursuant to a Continuation/Conversion Request given by the applicable Borrower to the Administrative Agent in writing before 5:00 or by telecopy not later than 1:00 p.m. on the day third Business Day before the date of such telephonic noticethe proposed continuation or conversion. Each request Continuation/Conversion Request shall be fully completed, completed and shall specify the information required therein, and shall be irrevocable and binding on the applicable Borrower. The Administrative Agent shall promptly forward notice of the interest rate election continuation or conversion to the Banks and Banks. In the case of any continuation or conversion into LIBOR Tranches, upon determination by the Administrative Agent, the Administrative Agent shall notify the applicable Borrower and the Banks of the applicable interest rate. Each election Continuations and conversions of LIBOR Tranches shall be made in integral multiples of $100,000, and continuations and conversions of the Prime Rate Tranche shall be made in integral multiples of $25,000. No continuation or conversion shall be permitted if such continuation or conversion would cause the aggregate outstanding principal amount of each any LIBOR Tranche which would remain outstanding to be equal to less than $1,000,000, or greater than the Minimum aggregate outstanding principal amount of the Prime Rate Tranche Amount and which would remain outstanding to be in multiples of the Minimum Tranche Multiple. At no time shall there be more less than five separate LIBOR Tranches outstanding$100,000. Any conversion of an existing LIBOR Tranche is subject to Section 2.62.5. Subject to the satisfaction of all applicable conditions precedent, the Administrative Agent and the Banks shall before close of business on the date requested by the applicable Borrower for the continuation or conversion, make effective the applicable interest rate election. If at such continuation or conversion. (iii) At the end of the Interest Period for any LIBOR Tranche if the applicable Borrower has not elected continued or converted such LIBOR Tranche into new Tranches as provided for in paragraph (ii) above, the applicable Borrower shall be deemed to have continued such LIBOR Tranche as a new interest rate basis for such outstanding principal, such outstanding principal shall become a Base Rate TrancheLIBOR Tranche with an Interest Period of one month. Each Base All of the Prime Rate Tranche shall continue as a Base the Prime Rate Tranche until a different interest rate basis is elected by unless the Borrowerapplicable Borrower converts such Prime Rate Tranche as provided for in paragraph (ii) above.

Election of Interest Rate Basis. The Borrower may select the interest rate basis for portions of the outstanding principal amount of each Loan in accordance with the Loan by creating Base Rate Tranches terms of this Section 2.6(a): (i) Under the Borrowing Request provided to the Agent in connection with the making of each Borrowing under any Loan, the Borrower shall select the amount and the Type of the Tranches, and for each LIBOR Tranche selected, any permitted Interest Period for each such LIBOR Tranche, which will comprise such Borrowing, provided that (A) at no time shall there be more than three separate LIBOR Tranches by providing outstanding under the Revolving Credit Loan or the Term Loan or more than two separate LIBOR Tranches outstanding under any Acquisition Loan and (B) each Tranche must be in a principal amount equal to or greater than the Minimum Tranche Amount and be made in multiples of the Minimum Tranche Multiple. Such interest rate elections must be provided to the Agent with written notice of the interest rate election requirements in a Revolving Loan Borrowing Request writing or an Interest Rate Election Request by telecopy not later than 2:00 p.m. (i) 11:00 a.m. (local time at the Applicable Lending Office of the Agent) on the effective date of any interest rate election creating only Base Rate Tranches from a new Revolving Loan Borrowing or (ii) 11:00 a.m. (local time at the Applicable Lending Office of the AgentDallas, Texas, time) on the third Business Day before the effective date of any proposed Borrowing comprised of a LIBOR Tranche or 12:00 noon (Dallas, Texas, time) on the same day of any proposed Borrowing comprised solely of a Prime Rate Tranche. In the case of any Borrowing comprised of a LIBOR Tranche, upon determination by the Agent, the Agent shall promptly notify the Borrower and the Banks of the applicable interest rate election creating to such Tranche. (ii) With respect to any Tranche under any Loan, the Borrower may continue or converting the interest rate basis convert any portion of any LIBOR Tranche, Tranche or Prime Rate Tranche to form new LIBOR Tranches or Prime Rate Tranches under the same Loan in each case, confirmed accordance with this paragraph. Each such continuation or conversion shall be deemed to create a new Tranche for all purposes of this Agreement. Each such continuation or conversion shall be made pursuant to a Continuation/Conversion Request given by the Borrower to the Agent in writing before 5:00 or by telecopy not later than 2:00 p.m. (Dallas, Texas, time) on the day third Business Day before the date of such telephonic noticethe proposed continuation or conversion. Each request Continuation/Conversion Request shall be fully completed, completed and shall specify the information required therein, and shall be irrevocable and binding on the Borrower. The If the Continuation/Conversion Request is accepted by the Agent, the Agent shall promptly forward notice of the interest rate election continuation or conversion to the Banks and Banks. In the case of any continuation or conversion into LIBOR Tranches, upon determination by the Agent, the Agent shall notify the Borrower and the Banks of the applicable interest rate. Each election Continuations and conversions of Tranches shall cause the principal amount of each Tranche to be equal to or greater than the Minimum Tranche Amount and to be made in integral multiples of the Minimum Tranche Multiple. No continuation or conversion shall be permitted if such continuation or conversion would cause the aggregate outstanding principal amount of any LIBOR Tranche which would remain outstanding or the aggregate outstanding principal amount of all Prime Rate Tranches which would remain outstanding to be less than the Minimum Tranche Amount. At no time shall there be more than five three separate LIBOR Tranches outstandingoutstanding under the Revolving Credit Loan or the Term Loan or more than two separate LIBOR Tranches outstanding under any Acquisition Loan. Any conversion of an existing LIBOR Tranche is subject to Section 2.62.7. Subject to the satisfaction of all applicable conditions precedent, the Agent and the Banks shall before close of business on the date requested by the Borrower for the continuation or conversion, make effective the applicable interest rate election. If at such continuation or conversion. (iii) At the end of the Interest Period for any LIBOR Tranche if the Borrower has not elected continued or converted such LIBOR Tranche into new Tranches as provided for in paragraph (ii) above, the Borrower shall be deemed to have continued such LIBOR Tranche as a new interest rate basis for such outstanding principal, such outstanding principal shall become a Base Rate TrancheLIBOR Tranche under the same Loan with an Interest Period of one month. Each Base Prime Rate Tranche shall continue as a Base Prime Rate Tranche until a different interest rate basis is elected by under the Borrowersame Loan unless the Borrower converts such Prime Rate Tranche as provided for in paragraph (ii) above.

Election of Interest Rate Basis. The Borrower may select the interest rate basis for portions the Term Loan and the Revolving Loan in accordance with the terms of this Section 2.6(a): i. Under the outstanding principal amount of the Loan by creating Base Rate Tranches and LIBOR Tranches by providing the Agent with written notice of the interest rate election requirements in a Revolving Loan Borrowing Request provided to the Administrative Agent in connection with the making of each Revolving Loan Borrowing, the Borrower shall select the amount and the Type of the Tranches, and for each LIBOR Tranche selected, any permitted Interest Period for each such LIBOR Tranche, which will comprise such Revolving Loan Borrowing, provided that (A) at no time shall there be more than ten separate LIBOR Tranches outstanding and (B) each LIBOR Tranche must be in a principal amount equal to or an Interest greater than $1,000,000 and be made in multiples of $500,000, and the Prime Rate Election Request Tranche must be in a principal amount equal to or greater than $1,000,000 and be made in multiples of $100,000. Such interest rate elections must be provided to the Administrative Agent in writing or by telecopy not later than 1:00 p.m. (ilocal time at the Applicable Lending Office of the Administrative Agent) on the third Business Day before the date of any proposed Revolving Loan Borrowing comprised of a LIBOR Tranche or 11:00 a.m. (local time at the Applicable Lending Office of the Administrative Agent) on the effective date same day of any interest rate election creating only Base Rate Tranches from a new proposed Revolving Loan Borrowing which is a Prime Rate Borrowing. The Administrative Agent shall promptly forward copies of such interest rate elections to the Banks. In the case of any Revolving Loan Borrowing comprised of a LIBOR Tranche, upon determination by the Administrative Agent, the Administrative Agent shall promptly notify the Borrower and the Banks of the applicable interest rate for such Tranche. ii. With respect to any Tranche, the Borrower may continue or (ii) 11:00 a.m. convert any portion of any LIBOR Tranche or the Prime Rate Tranche to form new LIBOR Tranches or increase or decrease the amount of the Prime Rate Tranche in accordance with this paragraph. Each such continuation or conversion shall be deemed to create a new LIBOR Tranche or increase or decrease the amount of the Prime Rate Tranche, as applicable, for all purposes of this Agreement. Each such continuation or conversion shall be made pursuant to a Continuation/Conversion Request given by the Borrower to the Administrative Agent in writing or by telecopy not later than 1:00 p.m. (local time at the Applicable Lending Office of the Administrative Agent) on the third Business Day before the effective date of any interest rate election creating the proposed continuation or converting the interest rate basis of any LIBOR Tranche, in each case, confirmed in writing before 5:00 p.m. on the day of such telephonic noticeconversion. Each request Continuation/Conversion Request shall be fully completed, completed and shall specify the information required therein, and shall be irrevocable and binding on the Borrower. The Administrative Agent shall promptly forward notice of the interest rate election continuation or conversion to the Banks and Banks. In the case of any continuation or conversion into LIBOR Tranches, upon determination by the Administrative Agent, the Administrative Agent shall notify the Borrower and the Banks of the applicable interest rate. Each election Continuations and conversions of LIBOR Tranches shall be made in integral multiples of $500,000, and continuations and conversions of the Prime Rate Tranche shall be made in integral multiples of $100,000 (provided that the Prime Rate Tranche with respect to the Term Loan may be of any size). No continuation or conversion shall be permitted if such continuation or conversion would cause the aggregate outstanding principal amount of each any LIBOR Tranche which would remain outstanding to be equal to less than $1,000,000, or greater than the Minimum aggregate outstanding principal amount of the Prime Rate Tranche Amount and which would remain outstanding to be in multiples less than $1,000,000 (provided that the Prime Rate Tranche with respect to the Term Loan may be of the Minimum Tranche Multipleany size). At no time shall there be more than five ten separate LIBOR Tranches outstanding. Any conversion of an existing LIBOR Tranche is subject to Section 2.62.7. Subject to the satisfaction of all applicable conditions precedent, the Administrative Agent and the Banks shall before close of business on the date requested by the Borrower for the continuation or conversion, make effective the applicable interest rate electionsuch continuation or conversion. iii. If at At the end of the Interest Period for any LIBOR Tranche if the Borrower has not elected continued or converted such LIBOR Tranche into new Tranches as provided for in paragraph (ii) above, the Borrower shall be deemed to have continued such LIBOR Tranche as a new interest rate basis for such outstanding principal, such outstanding principal shall become a Base Rate TrancheLIBOR Tranche with an Interest Period of one month. Each Base All of the Prime Rate Tranche shall continue as a Base the Prime Rate Tranche until a different interest rate basis is elected by unless the BorrowerBorrower converts such Prime Rate Tranche as provided for in paragraph (ii) above.

Election of Interest Rate Basis. The Any Borrower may select the interest rate basis for portions the Loans in accordance with the terms of this Section 2.4(a): (i) Under the Revolving Borrowing Request provided to the Agent in connection with the making of each Revolving Borrowing, the Company shall select the amount and the Type of the Tranches, and for each LIBOR Tranche selected, any permitted Interest Period for each such LIBOR Tranche, which will comprise such Revolving Borrowing, provided that (A) at no time shall there be more than seven separate LIBOR Tranches outstanding for Revolving Loans and (B) each Tranche must be in a principal amount equal to or greater than (I) in the case of LIBOR Tranches, $300,000 and (II) in the Loan by creating Base case of Prime Rate Tranches Tranches, $100,000, and LIBOR Tranches by providing in each case, shall be made in multiples of $100,000 in excess thereof. Such interest rate elections must be provided to the Agent with written notice of the interest rate election requirements in a Revolving Loan Borrowing Request writing or an Interest Rate Election Request by telecopy not later than (i) 11:00 a.m. (local time at the Applicable Lending Office of the Agent) on the effective date of any interest rate election creating only Base Rate Tranches from a new Revolving Loan Borrowing or (ii) 11:00 a.m. 1:00 p.m. (local time at the Applicable Lending Office of the Agent) on the third Business Day before the effective date of any proposed Revolving Borrowing comprised of a LIBOR Tranche or 11:00 a.m. (local time at the Applicable Lending Office of the Agent) on the same day of any proposed Revolving Borrowing comprised solely of a Prime Rate Tranche. The Agent shall promptly forward copies of such interest rate election creating or converting elections to the Banks. In the case of any Revolving Borrowing comprised of a LIBOR Tranche, upon determination by the Agent, the Agent shall promptly notify the Company and the Banks of the applicable interest rate basis for such Tranche. (ii) Each Term Loan shall continue to bear interest from the Effective Date at the rate in effect on the Effective Date until continued or converted in accordance with the following paragraph (iii). (iii) With respect to any Tranche, any Borrower may continue or convert any portion of any LIBOR TrancheTranche or Prime Rate Tranche to form new LIBOR Tranches or Prime Rate Tranches in accordance with this paragraph. Each such continuation or conversion shall be deemed to create a new Tranche for all purposes of this Agreement. Each such continuation or conversion shall be made pursuant to a Continuation/Conversion Request given by the applicable Borrower to the Agent, in each casethe case of Tranches under the Revolving Loan, confirmed or NationsBank, in the case of Tranches under any Term Loan in writing before 5:00 or by telecopy not later than 2:00 p.m. (local time at the Applicable Lending Office of the Agent or NationsBank, as applicable) on the day third Business Day before the date of such telephonic noticethe proposed continuation or conversion. Each request Continuation/Conversion Request shall be fully completed, completed and shall specify the information required therein, and shall be irrevocable and binding on the such Borrower. The Agent shall promptly forward notice of the interest rate election continuation or conversion to the Banks and received with respect to the Revolving Loan. In the case of any continuation or conversion into LIBOR Tranches, upon determination by the Agent, the Agent or NationsBank, as applicable, shall notify the applicable Borrower and, with respect to Tranches under the Revolving Loan only, the Banks of the applicable interest rate. Each election Continuations and conversions of Tranches shall be made in a minimum amount of $300,000 and in integral multiples of $100,000 in excess thereof. No continuation or conversion shall be permitted if such continuation or conversion would cause the principal amount of each Tranche to be equal to or greater than the Minimum Tranche Amount and to be in multiples of the Minimum Tranche Multiple. aggregate outstanding (iv) At no time shall there be more than five separate LIBOR Tranches outstanding. Any conversion of an existing LIBOR Tranche is subject to Section 2.6. Subject to the satisfaction of all applicable conditions precedent, the Banks shall before close of business on the date requested by the Borrower make effective the applicable interest rate election. If at the end of the Interest Period for any LIBOR Tranche if the applicable Borrower has not elected a continued or converted such LIBOR Tranche into new interest rate basis Tranches as provided for such outstanding principalin paragraph (iii) above, such outstanding principal Borrower shall become be deemed to have converted such LIBOR Tranche to a Base Prime Rate Tranche. Each Base Prime Rate Tranche shall continue as a Base Prime Rate Tranche until a different interest rate basis is elected by unless the Borrowerapplicable Borrower converts such Prime Rate Tranche as provided for in paragraph (iii) above.

Election of Interest Rate Basis. The Borrower may select the interest rate basis for portions the Revolving Loan in accordance with the terms of this Section 2.4(a): (i) Under the outstanding principal amount of the Loan by creating Base Rate Tranches and LIBOR Tranches by providing the Agent with written notice of the interest rate election requirements in a Revolving Loan Borrowing Request provided to the Agent in connection with the making of each Revolving Loan Borrowing, the Borrower shall select the amount and the Type of the Tranches, and for each LIBOR Tranche selected, any permitted Interest Period for each such LIBOR Tranche, which will comprise such Revolving Loan Borrowing, provided that (A) at no time shall there be more than four separate LIBOR Tranches outstanding and (B) each Tranche must be in a principal amount equal to or an Interest greater than (I) in the case of LIBOR Tranches, $300,000 and (II) in the case of Prime Rate Election Request Tranches, $100,000, and in each case, shall be made in multiples of $100,000 in excess thereof. Such interest rate elections must be provided to the Agent in writing or by telecopy not later than (i) 11:00 a.m. (local time at the Applicable Lending Office of the Agent) on the effective date of any interest rate election creating only Base Rate Tranches from a new Revolving Loan Borrowing or (ii) 11:00 a.m. 1:00 p.m. (local time at the Applicable Lending Office of the Agent) on the third Business Day before the effective date of any proposed Revolving Loan Borrowing comprised of a LIBOR Tranche or 11:00 a.m. (local time at the Applicable Lending Office of the Agent) on the same day of any proposed Revolving Loan Borrowing comprised solely of a Prime Rate Tranche. The Agent shall promptly forward copies of such interest rate election creating or converting elections to the Banks. In the case of any Revolving Loan Borrowing comprised of a LIBOR Tranche, upon determination by the Agent, the Agent shall promptly notify the Borrower and the Banks of the applicable interest rate basis for such Tranche. (ii) With respect to any Tranche, the Borrower may continue or convert any portion of any LIBOR Tranche, Tranche or Prime Rate Tranche to form new LIBOR Tranches or Prime Rate Tranches in each case, confirmed accordance with this paragraph. Each such continuation or conversion shall be deemed to create a new Tranche for all purposes of this Agreement. Each such continuation or conversion shall be made pursuant to a Continuation/Conversion Request given by the Borrower to the Agent in writing before 5:00 or by telecopy not later than 2:00 p.m. (local time at the Applicable Lending Office of the Agent) on the day third Business Day before the date of such telephonic noticethe proposed continuation or conversion. Each request Continuation/Conversion Request shall be fully completed, completed and shall specify the information required therein, and shall be irrevocable and binding on the Borrower. The Agent shall promptly forward notice of the interest rate election continuation or conversion to the Banks and Banks. In the case of any continuation or conversion into LIBOR Tranches, upon determination by the Agent, the Agent shall notify the Borrower and the Banks of the applicable interest rate. Each election Continuations and conversions of Tranches shall be made in a minimum amount of $300,000 and in integral multiples of $100,000 in excess thereof. No continuation or conversion shall be permitted if such continuation or conversion would cause the aggregate outstanding principal amount of each any LIBOR Tranche which would remain outstanding to be equal to less than $300,000 or greater than the Minimum Tranche Amount and aggregate outstanding principal amount of all Prime Rate Tranches which would remain outstanding to be in multiples of the Minimum Tranche Multipleless than $100,000. At no time shall there be more than five four separate LIBOR Tranches outstanding. Any conversion of an existing LIBOR Tranche is subject to Section 2.62.5. Subject to the satisfaction of all applicable conditions precedent, the Agent and the Banks shall before close of business on the date requested by the Borrower for the continuation or conversion, make effective the applicable interest rate election. If at such continuation or conversion. (iii) At the end of the Interest Period for any LIBOR Tranche if the Borrower has not elected continued or converted such LIBOR Tranche into new Tranches as provided for in paragraph (ii) above, the Borrower shall be deemed to have converted such LIBOR Tranche to a new interest rate basis for such outstanding principal, such outstanding principal shall become a Base Prime Rate Tranche. Each Base Prime Rate Tranche shall continue as a Base Prime Rate Tranche until a different interest rate basis is elected by unless the BorrowerBorrower converts such Prime Rate Tranche as provided for in paragraph (ii) above.

Election of Interest Rate Basis. The Borrower may select the interest rate basis for portions the Revolving Loan in accordance with the terms of this Section 2.4(a): (i) Under the outstanding principal amount of the Loan by creating Base Rate Tranches and LIBOR Tranches by providing the Agent with written notice of the interest rate election requirements in a Revolving Loan Borrowing Request provided to the Agent in connection with the making of each Revolving Loan Borrowing, the Borrower shall select the amount and the Type of the Tranches, and for each LIBOR Tranche selected, any permitted Interest Period for each such LIBOR Tranche, which will comprise such Revolving Loan Borrowing, provided that (A) at no time shall there be more than five separate LIBOR Tranches outstanding and (B) each Tranche must be in a principal amount equal to or an Interest Rate Election Request greater than the Minimum Tranche Amount and be made in multiples of the Minimum Tranche Multiple. Such interest rate elections must be provided to the Agent in writing or by telecopy not later than (i) 11:00 a.m. (local time at the Applicable Lending Office of the Agent) on the effective date of any interest rate election creating only Base Rate Tranches from a new Revolving Loan Borrowing or (ii) 11:00 a.m. 1:00 p.m. (local time at the Applicable Lending Office of the Agent) on the third Business Day before the effective date of any proposed Revolving Loan Borrowing comprised of a LIBOR Tranche or 11:00 a.m. (local time at the Applicable Lending Office of the Agent) on the same day of any proposed Revolving Loan Borrowing comprised solely of a Base Rate Tranche. The Agent shall promptly forward copies of such interest rate election creating or converting elections to the Banks. In the case of any Revolving Loan Borrowing comprised of a LIBOR Tranche, upon determination by the Agent, the Agent shall promptly notify the Borrower and the Banks of the applicable interest rate basis for such Tranche. (ii) With respect to any Tranche, the Borrower may continue or convert any portion of any LIBOR Tranche, Tranche or Base Rate Tranche to form new LIBOR Tranches or Base Rate Tranches in each case, confirmed accordance with this paragraph. Each such continuation or conversion shall be deemed to create a new Tranche for all purposes of this Agreement. Each such continuation or conversion shall be made pursuant to a Continuation/Conversion Request given by the Borrower to the Agent in writing before 5:00 or by telecopy not later than 2:00 p.m. (local time at the Applicable Lending Office of the Agent) on the day third Business Day before the date of such telephonic noticethe proposed continuation or conversion. Each request Continuation/Conversion Request shall be fully completed, completed and shall specify the information required therein, and shall be irrevocable and binding on the Borrower. The Agent shall promptly forward notice of the interest rate election continuation or conversion to the Banks and Banks. In the case of any continuation or conversion into LIBOR Tranches, upon determination by the Agent, the Agent shall notify the Borrower and the Banks of the applicable interest rate. Each election Continuations and conversions of Tranches shall cause the principal amount of each Tranche to be equal to or greater than the Minimum Tranche Amount and to be made in integral multiples of the Minimum Tranche Multiple. No continuation or conversion (iii) At no time shall there be more than five separate LIBOR Tranches outstanding. Any conversion of an existing LIBOR Tranche is subject to Section 2.6. Subject to the satisfaction of all applicable conditions precedent, the Banks shall before close of business on the date requested by the Borrower make effective the applicable interest rate election. If at the end of the Interest Period for any LIBOR Tranche if the Borrower has not elected continued or converted such LIBOR Tranche into new Tranches as provided for in paragraph (ii) above, the Borrower shall be deemed to have continued such LIBOR Tranche as a new interest rate basis for such outstanding principal, such outstanding principal shall become a Base Rate TrancheLIBOR Tranche with an Interest Period of one month. Each Base Rate Tranche shall continue as a Base Rate Tranche until a different interest rate basis is elected by unless the BorrowerBorrower converts such Base Rate Tranche as provided for in paragraph (ii) above.