Common use of Existing Eurodollar Loans Clause in Contracts

Existing Eurodollar Loans. Notwithstanding the Sixth Amendment Operative Date with respect to this Amendment, (i) the terms applicable to “Eurodollar Loans” (as defined in the Amendment Effective Date Credit Agreement) under the Amendment Effective Date Credit Agreement (each such Loan, an “Existing Eurodollar Loan”) shall continue in full force and effect and shall continue to apply to each such Existing Eurodollar Loan having an “Interest Period” (as defined in the Amendment Effective Date Credit Agreement) that commenced prior to the Sixth Amendment Operative Date until the expiration of such then current “Interest Period” (as defined in the Amendment Effective Date Credit Agreement) for such Existing Eurodollar Loan and (ii) at the end of such current “Interest Period” (as defined in the Amendment Effective Date Credit Agreement) for each Existing Eurodollar Loan, (A) all accrued and unpaid interest on such Existing Eurodollar Loans shall be paid in full and (B) such Existing Eurodollar Loans shall be either repaid as provided in the Amendment Operative Date Credit Agreement or in the Replacement Amendment Operative Date Credit Agreement, as applicable (which repayment will be made, or not made, in the Borrower’s sole discretion), or such Existing Eurodollar Loans shall be converted to an ABR Loan or a SOFR Loan, in each case, in the manner set forth in the Amendment Operative Date Credit Agreement or in the Replacement Amendment Operative Date Credit Agreement, as applicable.

Existing Eurodollar Loans. Notwithstanding anything to the Sixth contrary in this Fifth Amendment Operative Date with respect to this Amendmentor in the Credit Agreement (as amended hereby), (i) the terms applicable to current Adjusted LIBOR Rate on each “Eurodollar LoansLoan” (under and as defined in the Credit Agreement as in effect immediately prior to giving effect to this Fifth Amendment, the “Existing Credit Agreement”) outstanding on the Fifth Amendment Effective Date Credit Agreement(as set forth on Annex 1 attached hereto) under the Amendment Effective Date Credit Agreement (each such Loaneach, an “Existing Eurodollar Loan”) shall continue in full force and effect and shall continue to apply to each represent the Adjusted LIBOR Rate for such Existing Eurodollar Loan having an until the date the “Interest Period” (as defined in the Amendment Effective Date Credit Agreement) that commenced prior to the Sixth Amendment Operative Date until the expiration of such then current “Interest Period” (as defined in the Amendment Effective Date Existing Credit Agreement) for such Existing Eurodollar Loan and expires in accordance with its terms (iias set forth on Annex 1 attached hereto) at or, if earlier, as of the end date of any acceleration or prepayment of such current Loan (the earlier of such dates, the “Interest Period” (as defined in LIBOR Expiration Date”). Upon the Amendment Effective LIBOR Expiration Date Credit Agreement) for each Existing Eurodollar Loan, each such Loan shall cease to bear interest at a rate that is based upon the Adjusted LIBOR Rate and each such Loan shall be converted or repaid, as applicable, in accordance with the Credit Agreement (as amended hereby). For the avoidance of doubt, (i) other than the Existing Eurodollar Loans, no Loan or Borrowing shall bear interest at a rate that is based upon the Adjusted LIBOR Rate, (ii) from the date hereof until the applicable LIBOR Expiration Date, each Existing Eurodollar Loan shall bear interest at a rate equal to the sum of (A) all accrued and unpaid interest on the Adjusted LIBOR Rate for such Existing Eurodollar Loans shall be paid Loan set forth in full and Annex 1 hereto plus (B) such Existing Eurodollar Loans shall be either repaid the Applicable Margin (as provided defined and in effect immediately prior to giving effect to this Fifth Amendment), (iii) from and after the Amendment Operative Date Credit Agreement date hereof, no Loan or in the Replacement Amendment Operative Date Credit Agreement, as applicable (which repayment will Borrowing may be made, renewed, extended or not madecontinued as a Eurodollar Loan or Eurodollar Borrowings, (iv) all terms and provisions of the Existing Credit Agreement that relate to Eurodollar Loans (including provisions relating to breakage costs) shall continue to apply to the Existing Eurodollar Loans, and (v) unless otherwise indicated or defined in this Fifth Amendment, each capitalized term in this Section 7 shall have the meaning ascribed such term in the Borrower’s sole discretion), or Existing Credit Agreement. Each Bank hereby waives any break funding payments owing to such Existing Eurodollar Loans shall be converted to an ABR Loan or a SOFR Loan, in each case, in Bank that are required under Section 3.3 of the manner set forth in the Amendment Operative Date Credit Agreement (prior to giving effect to this Fifth Amendment) in connection with or in as a result of the Replacement Amendment Operative Date Credit Agreementreallocation of Loans, as applicableadjustments, rearrangement and conversion contemplated by Section 2.6.

Existing Eurodollar Loans. Notwithstanding (a) In accordance with clause (b) of the Sixth Amendment Operative Date with respect to this Amendmentdefinition of “LIBO Rate” under the Credit Agreement, (i) the terms applicable Administrative Agent and the Borrower have jointly made the LIBOR Successor Rate Election, and (ii) notice of the LIBOR Successor Rate Election, in the form of a draft of this Third Amendment as agreed between the Administrative Agent and the Borrower, was posted to “the Lenders on July 24, 2023, which date shall constitute the Notice Date. (b) Notwithstanding anything to the contrary herein, all Eurodollar Loans” Loans (as defined in the Amendment Effective Date Credit Agreement) outstanding under the Amendment Effective Date Credit Agreement as of the date hereof (each such Loancollectively, an the “Existing Eurodollar LoanLoans”) shall continue in full force and effect and shall continue to apply bear interest at a rate determined by reference to each such Existing Eurodollar Loan having an “Interest Period” the Adjusted LIBO Rate (as defined in the Amendment Effective Date Credit Agreement) that commenced prior to and remain outstanding under the Sixth Amendment Operative Date Amended Credit Agreement as Eurodollar Loans until the expiration of the current Interest Period applicable to such then current Existing Eurodollar Loans (the “Interest Period” Existing Expiration Date”). Any such Existing Eurodollar Loans shall continue to be governed by the relevant provisions of the Credit Agreement applicable to Eurodollar Loans until the earlier of (x) the repayment of such Loans, (y) the conversion of such Loans into SOFR Loans (as defined in the Amendment Effective Date Amended Credit Agreement) for such Existing Eurodollar Loan and or ABR Loans pursuant to Section 2.10 of the Amended Credit Agreement, or (iiz) at the end conversion of such current “Interest Period” Loans pursuant to the Specified Conversion (as defined below). (c) In accordance with Section 2.10 of the Amended Credit Agreement, the Borrower shall, no later than 1:00 p.m. on the third U.S. Government Securities Business Day (as defined in the Amendment Effective Date Amended Credit Agreement) for each preceding the Existing Expiration Date, elect to convert in full the Existing Eurodollar LoanLoans to either SOFR Loans or ABR Loans; provided, (A) all accrued and unpaid interest on that if the Borrower fails to give a timely notice requesting such conversion, then the Existing Eurodollar Loans shall be paid automatically converted in full and to SOFR Loans with a one-month Interest Period effective as of the Existing Expiration Date (B) such Existing Eurodollar Loans shall be either repaid as provided in the Amendment Operative Date Credit Agreement or in the Replacement Amendment Operative Date Credit Agreement, as applicable (which repayment will be made, or not made, in the Borrower’s sole discretion“Specified Conversion”), or such Existing Eurodollar Loans shall be converted to an ABR Loan or a SOFR Loan, in each case, in the manner set forth in the Amendment Operative Date Credit Agreement or in the Replacement Amendment Operative Date Credit Agreement, as applicable.

Existing Eurodollar Loans. Notwithstanding the Sixth Amendment Operative Date with respect to this Amendment, (i) Notwithstanding anything to the terms applicable to “contrary herein, all Eurodollar Loans” Term B Loans (as defined in the Existing Credit Agreement) outstanding under the Existing Credit Agreement as of the Seventh Amendment Effective Date Credit Agreement) under (collectively, the Amendment Effective Date Credit Agreement (each such Loan, an “Existing Eurodollar LoanLoans”) shall continue in full force and effect and shall continue to apply to each such Existing remain outstanding under the Credit Agreement as Eurodollar Loan having an “Interest Period” (as defined in the Amendment Effective Date Credit Agreement) that commenced prior to the Sixth Amendment Operative Date Loans until the expiration of such the then current “Interest Period” (as defined in the Amendment Effective Date Credit Agreement) for Period applicable to such Existing Eurodollar Loan and (ii) Loans, at the end of such current “Interest Period” (as defined in the Amendment Effective Date Credit Agreement) for each Existing Eurodollar Loan, (A) all accrued and unpaid interest on such Existing Eurodollar Loans shall be paid in full and (B) such Existing Eurodollar Loans shall be either repaid as provided in the Amendment Operative Date Credit Agreement or in the Replacement Amendment Operative Date Credit Agreement, as applicable (which repayment will be made, or not made, in the Borrower’s sole discretion), or time such Existing Eurodollar Loans shall be converted in full (the “Specified Conversion”) to an ABR Loan Loans or a SOFR Loan, Loans in each case, in accordance with Section 2.9 of the manner set forth in the Amendment Operative Date Credit Agreement (unless such Existing Eurodollar Loans are converted to ABR Loans or SOFR Loans in accordance with Section 2.9 of the Replacement Credit Agreement at an earlier date that is on or after the Seventh Amendment Operative Effective Date (an “Early Specified Conversion”)). Any such Existing Eurodollar Loans shall continue to be governed by the relevant provisions of the Existing Credit Agreement (including, without limitation, Section 2.18 of the Existing Credit Agreement) applicable to Eurodollar Loans until the earlier of (x) the repayment of such Loans and (y) the conversion of such Loans to ABR Loans or SOFR Loans, as applicable, pursuant to the Early Specified Conversion or the Specified Conversion, as applicable. For the avoidance of doubt and notwithstanding anything to the contrary herein, on and after the Seventh Amendment Effective Date, the Borrower may not borrow any Loans as Eurodollar Loans or (A) convert any Loans that are ABR Loans to Eurodollar Loans, (B) convert any Loans that are SOFR Loans to Eurodollar Loans or (C) continue any Existing Eurodollar Loans as Eurodollar Loans, and all such Existing Eurodollar Loans shall be converted into ABR Loans or SOFR Loans upon the expiration of the then current Interest Period applicable thereto (unless so converted at an earlier date that is on or after the Seventh Amendment Effective Date).

Existing Eurodollar Loans. Notwithstanding anything to the Sixth Amendment Operative Date with respect to this Amendmentcontrary contained herein or in any other Loan Document, (i) any Revolving Loans outstanding as of the terms applicable to “date hereof that are Eurodollar Loans” Loans (as defined in the Amendment Effective Date Existing Credit Agreement) under , the Amendment Effective Date Credit Agreement (each such Loan, an “Existing Eurodollar LoanLoans”) shall continue to accrue interest based on the Adjusted LIBO Rate AMERICAS 120615872 (as defined in full force the Existing Credit Agreement) and effect and shall continue to apply their applicable existing Interest Periods (as defined in the Existing Credit Agreement for purposes of this Section 3) until the last day of the Interest Period applicable to each such Existing Eurodollar Loan having Loans (provided, that in no event shall an “Interest Period” (as defined in the Amendment Effective Date Credit Agreement) that commenced prior to the Sixth Amendment Operative Date until the expiration of such then current “Interest Period” (as defined in the Amendment Effective Date Credit Agreement) for such Existing Eurodollar Loan be permitted to be continued as a Eurodollar Loan after the termination or expiration of its applicable existing Interest Period), and thereafter, all Existing Eurodollar Loans shall either be SOFR Loans or ABR Loans, as determined in accordance with the Credit Agreement, and (ii) at the end of such current “Interest Period” (as defined subject to any express limitations set forth in the Amendment Effective Date immediately preceding clause (i), the terms of the Credit Agreement) for each Agreement in respect of the administration of Eurodollar Loans (solely with respect to any Existing Eurodollar Loan, (ALoans) all accrued shall remain in effect from and unpaid interest on after the date hereof until the last day of the Interest Period applicable to each such Existing Eurodollar Loans shall be paid in full and (B) such Existing Eurodollar Loans shall be either repaid as provided in the Amendment Operative Date Credit Agreement or in the Replacement Amendment Operative Date Credit Agreement, as applicable (which repayment will be made, or not made, in the Borrower’s sole discretion), or such Existing Eurodollar Loans shall be converted to an ABR Loan or a SOFR Loan, in each case, in solely for purposes of administering the manner Existing Eurodollar Loans (including, without limitation, with respect to the payment of interest accrued thereon, determination of breakage fees and other subject matters set forth in the Amendment Operative Date Credit Agreement or in the Replacement Amendment Operative Date Existing Credit Agreement, as applicable).

Existing Eurodollar Loans. Notwithstanding anything herein or in Annex I-A hereto to the Sixth Amendment Operative Date with respect to this Amendmentcontrary, (i) any Eurodollar Rate Loan outstanding immediately prior to the terms applicable to “Eurodollar Loans” effectiveness of this Amendment (as defined in the Amendment Effective Date Credit Agreement) under the Amendment Effective Date Credit Agreement (each such Loan, an “Existing Eurodollar Loan”) shall continue to accrue interest based on the Eurodollar Rate plus the Applicable Margin applicable to such Existing Eurodollar Loan (as described in full force Section 2.06(a) of the Existing Credit Agreement) until the last day of the Interest Period applicable to such Existing Eurodollar Loan, (ii) subject to any express limitations set forth in the immediately preceding clause (i), the terms of the Credit Agreement prior to giving effect to this Amendment in respect of the administration of Eurodollar Loans (solely with respect to the Existing Eurodollar Loans) shall remain in effect from and effect and shall continue to apply after the date hereof until the last day of the Interest Period applicable to each such Existing Eurodollar Loan having an “Interest Period” (as defined in the Amendment Effective Date Credit Agreement) that commenced prior to the Sixth Amendment Operative Date until the expiration of such then current “Interest Period” (as defined in the Amendment Effective Date Credit Agreement) for such Existing Eurodollar Loan and (ii) at the end of such current “Interest Period” (as defined in the Amendment Effective Date Credit Agreement) for each Existing Eurodollar Loan, (A) all accrued and unpaid interest on such Existing Eurodollar Loans shall be paid in full and (B) such Existing Eurodollar Loans shall be either repaid as provided in the Amendment Operative Date Credit Agreement or in the Replacement Amendment Operative Date Credit Agreement, as applicable (which repayment will be made, or not made, in the Borrower’s sole discretion), or such Existing Eurodollar Loans shall be converted to an ABR Loan or a SOFR Loan, in each case, solely for purposes of administering the Existing Eurodollar Loans and (iii) as used in this Section 3, the capitalized terms “Eurodollar Loan”, “Eurodollar Rate” and “Interest Period” have the respective meanings ascribed thereto in the manner set forth in Existing Credit Agreement. Subject to Section 3.05 of the Amendment Operative Date Credit Agreement or in the Replacement Amendment Operative Date Existing Credit Agreement, prior to or at the end of the applicable Interest Period for any Existing Eurodollar Loan, such Existing Eurodollar Loan may be converted to a Term SOFR Loan or a Base Rate Loan in accordance with Section 2.02 of the Credit Agreement. For the avoidance of doubt, in no event shall an Existing Eurodollar Loan be permitted to be continued as applicablea Eurodollar Loan after the termination or expiration of its applicable Interest Period in existence as of the Incremental Amendment Effective Date.