Common use of Extension and Conversion Clause in Contracts

Extension and Conversion. The Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another interest rate type; provided, however, that (i) except as -------- ------- provided in Section 3.8, Eurodollar Loans may be converted into Base Rate Loans or extended as Eurodollar Loans for new Interest Periods only on the last day of the Interest Period applicable thereto, (ii) without the consent of the Required Lenders, Eurodollar Loans may be extended, and Base Rate Loans may be converted into Eurodollar Loans, only if the conditions precedent set forth in Section 5.2 are satisfied on the date of Continuation or Conversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" and shall be in such minimum amounts as provided --------------- in Section 2.2(b), (iv) no more than twelve (12) borrowings of Eurodollar Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, Continuations and Conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period) and (v) any request for Continuation or Conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such Continuation or Conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion (or telephonic notice promptly confirmed in writing) to the office of the Administrative Agent specified in Section 11.1, or at such other office as the Administrative Agent may designate in writing, prior to 11:00 A.M. (Charlotte, North Carolina time) on the Business Day of, in the case of the Conversion of a Eurodollar Loan into a Base Rate Loan, and on the third Business Day prior to, in the case of the Continuation of a Eurodollar Loan as, or Conversion of a Base Rate Loan into, a Eurodollar Loan, the date of the proposed Continuation or Conversion, specifying the date of the proposed Continuation or Conversion, the Loans to be so extended or converted, the types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for Continuation or Conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in subsections (a) and (b) of Section 5.2. In the event the Borrower fails to request Continuation or Conversion of any Eurodollar Loan in accordance with this Section, or any such Conversion or Continuation is not permitted or required by this Section, then such Eurodollar Loan shall be automatically continued as a Eurodollar Loan with an Interest Period of one month at the end of the Interest Period applicable thereto. The Administrative Agent shall give each Lender notice as promptly as practicable of any such proposed Continuation or Conversion affecting any Loan.

Extension and Conversion. The Subject to the terms of Section 4.4, the Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another interest rate typeType; providedPROVIDED, however, that THAT (i) except as -------- ------- provided pursuant to in Section 3.8, Eurodollar Loans may be converted into Base Rate Loans or extended as Eurodollar Loans for new Interest Periods only on the last day of the Interest Period applicable thereto, (ii) without the consent of the Required Lenders, Eurodollar Loans may be extended, and Base Rate Loans may be converted into Eurodollar Loans, only if the conditions precedent set forth no Default or Event of Default is in Section 5.2 are satisfied existence on the date of Continuation extension or Conversionconversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided --------------- in Section 2.2(b2.1(b)(ii), (iv) no more than twelve (12) borrowings the total number of Eurodollar Loans shall be outstanding hereunder at any time shall be no greater than the maximum number provided in Section 2.1(a) (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, Continuations and Conversions borrowings may, in accordance with the provisions hereof, be combined through extensions or conversions at the end of existing Interest Periods to constitute a single new Eurodollar Loan with a single the same Interest Period) and (v) any request for Continuation extension or Conversion conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one (1) month. Each such Continuation extension or Conversion conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of EXHIBIT I hereto (or telephonic notice promptly confirmed in writing) to the office of the Administrative Agent specified in Section 11.1specified in SCHEDULE 2.1(a), or at such other office as the Administrative Agent may designate in writing, prior to 11:00 A.M. 12:00 Noon (Charlotte, North Carolina time) on the Business Day of, in the case of the Conversion conversion of a Eurodollar Loan into a Base Rate Loan, and on the third Business Day prior to, in the case of the Continuation extension of a Eurodollar Loan as, or Conversion conversion of a Base Rate Loan into, a Eurodollar Loan, the date of the proposed Continuation extension or Conversionconversion, specifying the date of the proposed Continuation extension or Conversionconversion, the Loans to be so extended or converted, the types Types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for Continuation extension or Conversion conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in subsections (a) and (b) of Section 5.24.4. In the event the Borrower fails to request Continuation an extension or Conversion conversion of any Eurodollar Loan in accordance with this SectionSection 3.2, or any such Conversion requested conversion or Continuation extension is not permitted or required by this SectionAgreement, then such Eurodollar Loan shall be automatically continued as converted into a Eurodollar Base Rate Loan with an Interest Period of one month at the end of the Interest Period applicable thereto. The Administrative Agent shall give each Lender notice as promptly as practicable of any such proposed Continuation extension or Conversion affecting conversion of any Loan. Each extension or conversion shall be effected by each Lender and the Agent by recording for the account of such Lender the new Loan of such Lender resulting from such extension or conversion and reducing the Loan (or portion thereof) of such Lender being extended or converted by an equivalent principal amount. Accrued interest on a Loan (or portion thereof) being extended or converted shall be paid by the Borrower (A) with respect to any Base Rate Loan being converted to a Eurodollar Loan, on the last day of the first fiscal quarter of the Borrower ending on or after the date of conversion and (B) otherwise, on the date of extension or conversion.

Extension and Conversion. The Subject to the terms of Section 4.2, the Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another interest rate type; providedPROVIDED, howeverHOWEVER, that (i) except as -------- ------- provided in pursuant to Section 3.8, Eurodollar Loans may be converted into Base Rate Loans or extended as Eurodollar Loans for new Interest Periods only on the last day of the Interest Period applicable thereto, (ii) without the consent of the Required Lenders, Eurodollar Loans may be extended, and Base Rate Loans may be converted into Eurodollar Loans, only if the conditions precedent set forth no Default or Event of Default is in Section 5.2 are satisfied existence on the date of Continuation extension or Conversionconversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided --------------- in Section 2.2(b2.1(b)(ii), (iv) no more than twelve (12) borrowings the total number of Eurodollar Loans shall be outstanding hereunder at any time shall be no greater than the maximum number provided in Section 2.1(a) (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, Continuations and Conversions borrowings may, in accordance with the provisions hereof, be combined through extensions or conversions at the end of existing Interest Periods to constitute a single new Eurodollar Loan with a single the same Interest Period) and (v) any request for Continuation extension or Conversion conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such Continuation extension or Conversion conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion (or telephonic notice promptly confirmed in writing) to the office of the Administrative Agent specified in Section 11.1specified in SCHEDULE 1.1C, or at such other office as the Administrative Agent may designate in writing, prior to 11:00 A.M. (Charlotte, North Carolina time) on the Business Day of, in the case of the Conversion conversion of a Eurodollar Loan into a Base Rate Loan, and on the third Business Day prior to, in the case of the Continuation extension of a Eurodollar Loan as, or Conversion conversion of a Base Rate Loan into, a Eurodollar Loan, the date of the proposed Continuation extension or Conversionconversion, specifying the date of the proposed Continuation extension or Conversionconversion, the Loans to be so extended or converted, the types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for Continuation extension or Conversion conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in subsections (ab), (c), (d), (e) and (bf) of Section 5.24.2. In the event the Borrower fails to request Continuation an extension or Conversion conversion of any Eurodollar Loan in accordance with this Section, Section 3.2 or any such Conversion requested conversion or Continuation extension is not permitted or required by this SectionAgreement, then such Eurodollar Loan shall be automatically continued as converted into a Eurodollar Base Rate Loan with an Interest Period of one month at the end of the Interest Period applicable thereto. The Administrative Agent shall give each affected Lender notice as promptly as practicable of any such proposed Continuation extension or Conversion affecting conversion of any Loan. Each extension or conversion shall be effected by each Lender and the Administrative Agent by recording for the account of such Lender the new Loan of such Lender resulting from such extension or conversion and reducing the Loan (or portion thereof) of such Lender being extended or converted by an equivalent principal amount. Accrued interest on a Loan (or portion thereof) being extended or converted shall be paid by the Borrower (A) with respect to any Base Rate Loan being converted to a Eurodollar Loan, on the last day of the first fiscal quarter of the Borrower ending on or after the date of conversion and (B) otherwise, on the date of extension or conversion.

Extension and Conversion. The Subject to the terms of Section 4.2, the Borrower shall have the option, on any Business Day, to extend existing Revolving Loans into a subsequent permissible Interest Period or to convert Revolving Loans into Revolving Loans of another interest rate typeType; providedPROVIDED, however, that THAT (ia) except as -------- ------- provided pursuant to in Section 3.8, Eurodollar Loans may be converted into Base Rate Loans or extended as Eurodollar Loans for new Interest Periods only on the last day of the Interest Period applicable thereto, (iib) without the consent of the Required Lenders, Eurodollar Loans may be extended, and Base Rate Loans may be converted into Eurodollar Loans, only if the conditions precedent set forth no Default or Event of Default is in Section 5.2 are satisfied existence on the date of Continuation extension or Conversionconversion, (iiic) Revolving Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided --------------- in Section 2.2(b2.1(b)(ii), (ivd) no more than twelve (12) borrowings the total number of Eurodollar Loans shall be outstanding hereunder at any time shall be no greater than the maximum number provided in Section 2.1(a) (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, Continuations and Conversions borrowings may, in accordance with the provisions hereof, be combined through extensions or conversions at the end of existing Interest Periods to constitute a single new Eurodollar Loan with a single the same Interest Period) and (ve) any request for Continuation extension or Conversion conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one (1) month. Each such Continuation extension or Conversion conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of EXHIBIT G hereto (or telephonic notice promptly confirmed in writing) to the office of the Administrative Agent specified in Section 11.1specified in SCHEDULE 2.1(A), or at such other office as the Administrative Agent may designate in writing, prior to 11:00 A.M. 12:00 Noon (Charlotte, North Carolina time) on the Business Day of, in the case of the Conversion conversion of a Eurodollar Loan into a Base Rate Loan, and on the third Business Day prior to, in the case of the Continuation extension of a Eurodollar Loan as, or Conversion conversion of a Base Rate Loan into, a Eurodollar Loan, the date of the proposed Continuation extension or Conversionconversion, specifying the date of the proposed Continuation extension or Conversionconversion, the Revolving Loans to be so extended or converted, the types Types of Revolving Loans into which such Revolving Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for Continuation extension or Conversion conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in subsections (a) and (b) of Section 5.24.2. In the event the Borrower fails to request Continuation an extension or Conversion conversion of any Eurodollar Loan in accordance with this SectionSection 3.2, or any such Conversion requested conversion or Continuation extension is not permitted or required by this SectionAmended Agreement, then such Eurodollar Loan shall be automatically continued as converted into a Eurodollar Base Rate Loan with an Interest Period of one month at the end of the Interest Period applicable thereto. The Administrative Agent shall give each Lender notice as promptly as practicable of any such proposed Continuation extension or Conversion affecting conversion of any Revolving Loan. Each extension or conversion shall be effected by each Lender and the Agent by recording for the account of such Lender the new Revolving Loan of such Lender resulting from such extension or conversion and reducing the Revolving Loan (or portion thereof) of such Lender being extended or converted by an equivalent principal amount. Accrued interest on a Revolving Loan (or portion thereof) being extended or converted shall be paid by the Borrower (A) with respect to any Base Rate Loan being converted to a Eurodollar Loan, on the last day of the first fiscal quarter of the Borrower ending on or after the date of conversion and (B) otherwise, on the date of extension or conversion.

Extension and Conversion. The Subject to the terms of Section 5.2, the Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another interest rate type; provided, however, that (i) except as -------- ------- provided in Section -------- ------- 3.8, Eurodollar Loans may be converted into Base Rate Loans or extended as Eurodollar Loans for new Interest Periods only on the last day of the Interest Period applicable thereto, (ii) without the consent of the Required Lenders, Eurodollar Loans may be extended, and Base Rate Loans may be converted into Eurodollar Loans, only if the conditions precedent set forth no Default or Event of Default is in Section 5.2 are satisfied existence on the date of Continuation extension or Conversionconversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set --------------- forth in Section 1.1 and shall be in such minimum amounts as provided --------------- in in, with respect to Revolving Loans, Section 2.2(b2.1(b)(ii), with respect to the Tranche A Term Loan, Section 2.3(c), or, with respect to the Tranche B Term Loan, Section 2.4(c), (iv) no more than twelve fifteen (1215) borrowings of Eurodollar Loans (and, upon and after a consolidation of Tranche A Term Loan and Tranche B Term Loan as provided in Section 2.5, no more than ten (10) Eurodollar Loans) shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, Continuations extensions and Conversions conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period) and (v) any request for Continuation extension or Conversion conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such Continuation extension or Conversion conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion (or telephonic notice promptly confirmed in writing) to the office of the Administrative Agent specified in Section 11.1specified in Schedule 2.1(a), or at such other office as the Administrative Agent may designate in --------------- writing, prior to 11:00 A.M. (Charlotte, North Carolina time) 1:00 P.M. Central time on the Business Day of, in the case of the Conversion conversion of a Eurodollar Loan into a Base Rate Loan, and on the third Business Day prior to, in the case of the Continuation extension of a Eurodollar Loan as, or Conversion conversion of a Base Rate Loan into, a Eurodollar Loan, the date of the proposed Continuation extension or Conversionconversion, specifying the date of the proposed Continuation extension or Conversionconversion, the Loans to be so extended or converted, the types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for Continuation extension or Conversion conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in subsections (ab), (c), (d), (e) and (bf) of Section 5.2. In the event the Borrower fails to request Continuation extension or Conversion conversion of any Eurodollar Loan in accordance with this Section, or any such Conversion conversion or Continuation extension is not permitted or required by this Section, then such Eurodollar Loan shall be automatically continued as converted into a Eurodollar Base Rate Loan with an Interest Period of one month at the end of the Interest Period applicable thereto. The Administrative Agent shall give each Lender notice as promptly as practicable of any such proposed Continuation extension or Conversion conversion affecting any Loan.

Extension and Conversion. The Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another interest rate type; providedPROVIDED, howeverHOWEVER, that (i) except as -------- ------- provided in Section 3.8, Eurodollar Loans may be converted into Base Rate Loans or extended as Eurodollar Loans for new Interest Periods only on the last day of the Interest Period applicable thereto, (ii) without the consent of the Required Lenders, Eurodollar Loans may be extended, and Base Rate Loans may be converted into Eurodollar Loans, only if the conditions precedent set forth in Section 5.2 are satisfied on the date of Continuation extension or Conversionconversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest PeriodINTEREST PERIOD" set forth in Section 1.1 and shall be in such minimum amounts as provided --------------- in in, with respect to Revolving Loans, Section 2.2(b2.1(b)(ii) or, with respect to the Term Loan, Section 2.4(c), (iv) no more than twelve ten (1210) borrowings of Eurodollar Loans shall be outstanding hereunder at any time time, of which no more than seven (7) of such Eurodollar Loans shall be Revolving Loans and no more than (3) of such Eurodollar Loans shall be Term Loans (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, Continuations extensions and Conversions conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period) and (v) any request for Continuation extension or Conversion conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such Continuation extension or Conversion conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion (or telephonic notice promptly confirmed in writing) to the office of the Administrative Agent specified in Section 11.1SCHEDULE 2.1(a), or at such other office as the Administrative Agent may designate in writing, prior to 11:00 A.M. 12:00 P.M. (Charlotte, North Carolina time) on the Business Day of, in the case of the Conversion conversion of a Eurodollar Loan into a Base Rate Loan, and on the third Business Day prior to, in the case of the Continuation extension of a Eurodollar Loan as, or Conversion conversion of a Base Rate Loan into, a Eurodollar Loan, the date of the proposed Continuation extension or Conversionconversion, specifying the date of the proposed Continuation extension or Conversionconversion, the Loans to be so extended or converted, the types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for Continuation extension or Conversion conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in subsections (ab), (c), (d), (e) and (bf) of Section 5.2. In the event the Borrower fails to request Continuation extension or Conversion conversion of any Eurodollar Loan in accordance with this Section, or any such Conversion conversion or Continuation extension is not permitted or required by this Section, then such Eurodollar Loan shall be automatically continued as converted into a Eurodollar Base Rate Loan with an Interest Period of one month at the end of the Interest Period applicable thereto. The Administrative Agent shall give each Lender notice as promptly as practicable of any such proposed Continuation extension or Conversion conversion affecting any Loan.

Extension and Conversion. The Subject to the terms of Section 4.2, the Borrower shall have the option, on any Business Day, to extend existing Revolving Loans into a subsequent permissible Interest Period or to convert Revolving Loans into Revolving Loans of another interest rate typeType; provided, however, that (ia) except as -------- ------- provided in pursuant to Section 3.8, Eurodollar Loans may be converted into Base Rate Loans or extended as Eurodollar Loans for new Interest Periods only on the last day of the Interest Period applicable thereto, (iib) without the consent of the Required Lenders, Eurodollar Loans may be extended, and Base Rate Loans may be converted into Eurodollar Loans, only if the conditions precedent set forth no Default or Event of Default is in Section 5.2 are satisfied existence on the date of Continuation extension or Conversionconversion, (iiic) Revolving Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided --------------- in Section 2.2(b2.1(b)(ii), (ivd) no more than twelve (12) borrowings the total number of Eurodollar Loans shall be outstanding hereunder at any time shall be no greater than the maximum number provided in Section 2.1(a) (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, Continuations and Conversions borrowings may, in accordance with the provisions hereof, be combined through extensions or conversions at the end of existing Interest Periods to constitute a single new Eurodollar Loan with a single the same Interest Period) and (ve) any request for Continuation extension or Conversion conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one (1) month. Each such Continuation extension or Conversion conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit G hereto (or telephonic notice promptly confirmed in writing) to the office of the Administrative Agent specified in Section 11.1specified in Schedule 2.1(a), or at such other office as the Administrative Agent may designate in writing, prior to 11:00 A.M. 12:00 Noon (CharlotteCincinnati, North Carolina Ohio time) on the Business Day of, in the case of the Conversion conversion of a Eurodollar Loan into a Base Rate Loan, and on the third Business Day prior to, in the case of the Continuation extension of a Eurodollar Loan as, or Conversion conversion of a Base Rate Loan into, a Eurodollar Loan, the date of the proposed Continuation extension or Conversionconversion, specifying the date of the proposed Continuation extension or Conversionconversion, the Revolving Loans to be so extended or converted, the types Types of Revolving Loans into which such Revolving Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for Continuation extension or Conversion conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in subsections (a) and (b) of Section 5.24.2. In the event the Borrower fails to request Continuation an extension or Conversion conversion of any Eurodollar Loan in accordance with this SectionSection 3.2, or any such Conversion requested conversion or Continuation extension is not permitted or required by this SectionAgreement, then such Eurodollar Loan shall be automatically continued as converted into a Eurodollar Base Rate Loan with an Interest Period of one month at the end of the Interest Period applicable thereto. The Administrative Agent shall give each Lender notice as promptly as practicable of any such proposed Continuation extension or Conversion affecting conversion of any Revolving Loan. Each extension or conversion shall be effected by each Lender and the Agent by recording for the account of such Lender the new Revolving Loan of such Lender resulting from such extension or conversion and reducing the Revolving Loan (or portion thereof) of such Lender being extended or converted by an equivalent principal amount.

Extension and Conversion. The Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another interest rate type; provided, however, that (i) except as -------- ------- provided in Section 3.8, Eurodollar Loans may be converted into Base Rate Loans or extended as Eurodollar Loans for new Interest Periods only on the last day of the Interest Period applicable thereto, (ii) without the consent of the Required Lenders, Eurodollar Loans may be extended, and Base Rate Loans may be converted into Eurodollar Loans, only if the conditions precedent set forth in Section 5.2 are satisfied on the date of Continuation or Conversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "“Interest Period" ” set forth in Section 1.1 and shall be in such minimum amounts as provided --------------- in in, with respect to Revolving Loans, Section 2.2(b2.1(b)(ii), or, with respect to the Term Loan, Section 2.4(c), (iviii) no more than twelve five (125) borrowings of Eurodollar Loans which are Revolving Loans and five (5) Eurodollar Loans which are Term Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, Continuations extensions and Conversions conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period) and ), (viv) any request for Continuation extension or Conversion conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one monthmonth and (v) Swingline Loans may not be extended or converted pursuant to this Section 3.2. Each such Continuation extension or Conversion conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion (or telephonic notice promptly confirmed in writing) to the office of the Administrative Agent specified in Section 11.1Schedule 2.1(a), or at such other office as the Administrative Agent may designate in writing, prior to 11:00 A.M. (Charlotte, North Carolina time) on the Business Day of, in the case of the Conversion conversion of a Eurodollar Loan into a Base Rate Loan, and on the third Business Day prior to, in the case of the Continuation extension of a Eurodollar Loan as, or Conversion conversion of a Base Rate Loan into, a Eurodollar Loan, the date of the proposed Continuation extension or Conversionconversion, specifying the date of the proposed Continuation extension or Conversionconversion, the Loans to be so extended or converted, the types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for Continuation or Conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in subsections (a) and (b) of Section 5.2. In the event the Borrower fails to request Continuation extension or Conversion conversion of any Eurodollar Loan in accordance with this SectionSection 3.2, or any such Conversion conversion or Continuation extension is not permitted or required by this SectionSection 3.2, then such Eurodollar Loan shall be automatically continued as converted into a Eurodollar Base Rate Loan with an Interest Period of one month at the end of the Interest Period applicable thereto. The Administrative Agent shall give each Lender notice as promptly as practicable of any such proposed Continuation extension or Conversion conversion affecting any Loan.

Extension and Conversion. The Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another interest rate type; provided, however, that (i) except as -------- ------- provided in Section 3.8, Eurodollar Loans may be converted into Base Rate Loans or extended as Eurodollar Loans for new Interest Periods only on the last day of the Interest Period applicable theretothereto unless the Borrower makes payment of any amounts then due and owing pursuant to Section 3.12, (ii) without the consent of the Required Lenders, Eurodollar Loans may be extended, and Base Rate Loans may be converted into Eurodollar Loans, only if the conditions precedent set forth in Section 5.2 are satisfied on the date of Continuation or Conversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" “INTEREST PERIOD” set forth in Section 1.1 and shall be in such minimum amounts as provided --------------- in Section 2.2(b2.1(c), (iviii) no more than twelve (12) borrowings of 15 Eurodollar Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, Continuations extensions and Conversions conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period) and (viv) any request for Continuation extension or Conversion conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such Continuation extension or Conversion conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion (or telephonic notice promptly confirmed in writing) to the office of the Administrative Agent specified in Section 11.1Schedule 2.1(a), or at such other office as the Administrative Agent may designate in writing, prior to 11:00 A.M. (Charlotte, North Carolina New York City time) on the Business Day of, in the case of the Conversion conversion of a Eurodollar Loan into a Base Rate Loan, and on the third Business Day prior to, in the case of the Continuation extension of a Eurodollar Loan as, or Conversion conversion of a Base Rate Loan into, a Eurodollar Loan, the date of the proposed Continuation extension or Conversionconversion, specifying the date of the proposed Continuation extension or Conversionconversion, the Loans to be so extended or converted, the types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for Continuation or Conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in subsections (a) and (b) of Section 5.2. In the event the Borrower fails to request Continuation extension or Conversion conversion of any Eurodollar Loan in accordance with this SectionSection 3.2, or any such Conversion conversion or Continuation extension is not permitted or required by this SectionSection 3.2, then such Eurodollar Loan shall be automatically continued as converted into a Eurodollar Base Rate Loan with an Interest Period of one month at the end of the Interest Period applicable thereto. The Administrative Agent shall give each Lender notice as promptly as practicable of any such proposed Continuation extension or Conversion conversion affecting any Loan.

Extension and Conversion. The Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another interest rate type; provided, however, that (i) except as -------- ------- provided in Section 3.8, Eurodollar Loans may be converted into Base Rate Loans or extended as Eurodollar Loans for new Interest Periods only on the last day of the Interest Period applicable theretothereto unless the Borrower makes payment of any amounts then due and owing pursuant to Section 3.12, (ii) without the consent of the Required Lenders, Eurodollar Loans may be extended, and Base Rate Loans may be converted into Eurodollar Loans, only if the conditions precedent set forth in Section 5.2 are satisfied on the date of Continuation or Conversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" “INTEREST PERIOD” set forth in Section 1.1 and shall be in such minimum amounts as provided --------------- in in, with respect to Revolving Loans, Section 2.2(b2.1(b)(ii), or, with respect to the Tranche B Term Loan, Section 2.5(c), (iviii) no more than twelve (12) borrowings of 15 Eurodollar Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, Continuations extensions and Conversions conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period) and ), (viv) any request for Continuation extension or Conversion conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one monthmonth and (v) Swingline Loans may not be extended or converted pursuant to this Section 3.2. Each such Continuation extension or Conversion conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion (or telephonic notice promptly confirmed in writing) to the office of the Administrative Agent specified in Section 11.1Schedule 2.1(a), or at such other office as the Administrative Agent may designate in writing, prior to 11:00 A.M. (Charlotte, North Carolina New York City time) on the Business Day of, in the case of the Conversion conversion of a Eurodollar Loan into a Base Rate Loan, and on the third Business Day prior to, in the case of the Continuation extension of a Eurodollar Loan as, or Conversion conversion of a Base Rate Loan into, a Eurodollar Loan, the date of the proposed Continuation extension or Conversionconversion, specifying the date of the proposed Continuation extension or Conversionconversion, the Loans to be so extended or converted, the types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for Continuation or Conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in subsections (a) and (b) of Section 5.2. In the event the Borrower fails to request Continuation extension or Conversion conversion of any Eurodollar Loan in accordance with this SectionSection 3.2, or any such Conversion conversion or Continuation extension is not permitted or required by this SectionSection 3.2, then such Eurodollar Loan shall be automatically continued as converted into a Eurodollar Base Rate Loan with an Interest Period of one month at the end of the Interest Period applicable thereto. The Administrative Agent shall give each Lender notice as promptly as practicable of any such proposed Continuation extension or Conversion conversion affecting any Loan.

Extension and Conversion. The Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another interest rate type; providedPROVIDED, howeverHOWEVER, that (i) except as -------- ------- provided in Section 3.8, Eurodollar Loans may be converted into Base Rate Loans or extended as Eurodollar Loans for new Interest Periods only on the last day of the Interest Period applicable thereto, (ii) without the consent of the Required Lenders, Eurodollar Loans may be extended, and Base Rate Loans may be converted into Eurodollar Loans, only if the conditions precedent set forth in Section 5.2 are satisfied on the date of Continuation extension or Conversionconversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" “INTEREST PERIOD” set forth in Section 1.1 and shall be in such minimum amounts as provided --------------- in Section 2.2(b2.1(b)(ii), (iv) no more than twelve (12) borrowings of ten Eurodollar Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, Continuations extensions and Conversions conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period) and (v) any request for Continuation extension or Conversion conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such Continuation extension or Conversion conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion (or telephonic notice promptly confirmed in writing) to the office of the Administrative Agent specified in Section 11.1specified in SCHEDULE 2.1(A), or at such other office as the Administrative Agent may designate in writing, prior to 11:00 A.M. 12:00 Noon (Charlotte, North Carolina time) on the Business Day of, in the case of the Conversion conversion of a Eurodollar Loan into a Base Rate Loan, and on the third second Business Day prior to, in the case of the Continuation extension of a Eurodollar Loan as, or Conversion conversion of a Base Rate Loan into, a Eurodollar Loan, the date of the proposed Continuation extension or Conversionconversion, specifying the date of the proposed Continuation extension or Conversionconversion, the Loans to be so extended or converted, the types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for Continuation extension or Conversion conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in subsections (ab), (c), (d), (e) and (bf) of Section 5.2. In the event the Borrower fails to request Continuation extension or Conversion conversion of any Eurodollar Loan in accordance with this Section, or any such Conversion conversion or Continuation extension is not permitted or required by this Section, then such Eurodollar Loan shall be automatically continued as converted into a Eurodollar Base Rate Loan with an Interest Period of one month at the end of the Interest Period applicable thereto. The Administrative Agent shall give each Lender notice as promptly as practicable of any such proposed Continuation extension or Conversion conversion affecting any Loan.

Extension and Conversion. The Subject to the terms of Section 4.2, the Borrower shall have the option, on any Business Day, to extend existing Revolving Loans into a subsequent permissible Interest Period or to convert Revolving Loans into Revolving Loans of another interest rate typeType; providedPROVIDED, however, that THAT (ia) except as -------- ------- provided in pursuant to Section 3.8, Eurodollar Loans may be converted into Base Rate Loans or extended as Eurodollar Loans for new Interest Periods only on the last day of the Interest Period applicable thereto, (iib) without the consent of the Required Lenders, Eurodollar Loans may be extended, and Base Rate Loans may be converted into Eurodollar Loans, only if the conditions precedent set forth no Default or Event of Default is in Section 5.2 are satisfied existence on the date of Continuation extension or Conversionconversion, (iiic) Revolving Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided --------------- in Section 2.2(b2.1(b)(ii), (ivd) no more than twelve (12) borrowings the total number of Eurodollar Loans shall be outstanding hereunder at any time shall be no greater than the maximum number provided in Section 2.1(a) (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, Continuations and Conversions borrowings may, in accordance with the provisions hereof, be combined through extensions or conversions at the end of existing Interest Periods to constitute a single new Eurodollar Loan with a single the same Interest Period) and (ve) any request for Continuation extension or Conversion conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one (1) month. Each such Continuation extension or Conversion conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of EXHIBIT I hereto (or telephonic notice promptly confirmed in writing) to the office of the Administrative Agent specified in Section 11.1specified in SCHEDULE 2.1(a), or at such other office as the Administrative Agent may designate in writing, prior to 11:00 A.M. 12:00 Noon (CharlotteCincinnati, North Carolina Ohio time) on the Business Day of, in the case of the Conversion conversion of a Eurodollar Loan into a Base Rate Loan, and on the third Business Day prior to, in the case of the Continuation extension of a Eurodollar Loan as, or Conversion conversion of a Base Rate Loan into, a Eurodollar Loan, the date of the proposed Continuation extension or Conversionconversion, specifying the date of the proposed Continuation extension or Conversionconversion, the Revolving Loans to be so extended or converted, the types Types of Revolving Loans into which such Revolving Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for Continuation extension or Conversion conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in subsections (a) and (b) of Section 5.24.2. In the event the Borrower fails to request Continuation an extension or Conversion conversion of any Eurodollar Loan in accordance with this SectionSection 3.2, or any such Conversion requested conversion or Continuation extension is not permitted or required by this SectionAgreement, then such Eurodollar Loan shall be automatically continued as converted into a Eurodollar Base Rate Loan with an Interest Period of one month at the end of the Interest Period applicable thereto. The Administrative Agent shall give each Lender notice as promptly as practicable of any such proposed Continuation extension or Conversion affecting conversion of any Revolving Loan. Each extension or conversion shall be effected by each Lender and the Agent by recording for the account of such Lender the new Revolving Loan of such Lender resulting from such extension or conversion and reducing the Revolving Loan (or portion thereof) of such Lender being extended or converted by an equivalent principal amount. Accrued interest on a Revolving Loan (or portion thereof) being extended or converted shall be paid by the Borrower (A) with respect to any Base Rate Loan being converted to a Eurodollar Loan, on the last day of the first fiscal quarter of the Borrower ending on or after the date of conversion and (B) otherwise, on the date of extension or conversion.

Extension and Conversion. The Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Revolving Loans, Term Loans, Tranche C Term Loans into or New Term Loans, as the case may be, to Revolving Loans, Term Loans, Tranche C Term Loans or New Term Loans, respectively, of another interest rate type; provided, however, that (i) except as -------- ------- provided in Section 3.8, Eurodollar Loans may be converted into Base Rate Loans or extended as Eurodollar Loans for new Interest Periods only on the last day of the Interest Period applicable thereto, (ii) without the consent of the Required Lenders, Eurodollar Loans may be extended, and Base Rate no Loans may be converted into into, or continued as, Eurodollar Loans, only Loans if a Default or Event of Default is in existence and the conditions precedent set forth in Section 5.2 are satisfied on Total Aggregate Required Lenders or the date of Continuation Administrative Agent shall have determined that such conversion or Conversioncontinuation is inappropriate, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided --------------- in in, with respect to the Revolving Loans, Section 2.2(b2.1(b)(ii), with respect to the Term Loans, Section 2.4(c), with respect to the Tranche C Term Loans, Section 2.5(c) or with respect to the New Term Loans, Section 2.6(c), (iv) no more than twelve (12) borrowings of 10 Eurodollar Loans shall be outstanding hereunder under this Credit Agreement at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, Continuations extensions and Conversions conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period) and (v) any request for Continuation extension or Conversion conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such Continuation extension or Conversion conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion (or telephonic notice promptly confirmed in writing) to the office of the Administrative Agent specified in Section 11.1specified in Schedule 2.1(a), or at such other office as the Administrative Agent may designate in writing, prior to 11:00 A.M. (Charlotte, North Carolina New York City time) on the Business Day of, in the case of the Conversion conversion of a Eurodollar Loan into a Base Rate Loan, and on the third Business Day prior to, in the case of the Continuation extension of a Eurodollar Loan as, or Conversion conversion of a Base Rate Loan into, a Eurodollar Loan, the date of the proposed Continuation extension or Conversionconversion, specifying the date of the proposed Continuation extension or Conversionconversion, the Loans to be so extended or converted, the types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for Continuation extension or Conversion conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in subsections (a) and (b) of Section 5.2irrevocable. In the event the Borrower fails to request Continuation extension or Conversion conversion of any Eurodollar Loan in accordance with this SectionSection 3.2, or any such Conversion conversion or Continuation extension is not permitted or required by this SectionSection 3.2, then such Eurodollar Loan shall be automatically continued as converted into a Eurodollar Base Rate Loan with an Interest Period of one month at the end of the Interest Period applicable thereto. The Administrative Agent shall give each affected Lender notice as promptly as practicable of any such proposed Continuation extension or Conversion conversion affecting any Loan.

Extension and Conversion. The Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another interest rate type; provided, however, that (i) except as -------- ------- provided in Section 3.8, Eurodollar Loans may be converted into Base Rate Loans or extended as Eurodollar Loans for new Interest Periods only on the last day of the Interest Period applicable thereto, (ii) without the consent of the Required Lenders, Eurodollar Loans may be extended, and Base Rate Loans may be converted into Eurodollar Loans, only if the conditions precedent set forth in Section 5.2 are satisfied on the date of Continuation or Conversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" and shall be in such minimum amounts as provided --------------- in Section 2.2(b), (iv) no more than twelve five (125) borrowings of Eurodollar Loans which comprise Revolving Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, Continuations and Conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period) and (v) any request for Continuation or Conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such Continuation or Conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion (or telephonic notice promptly confirmed in writing) to the office of the Administrative Agent specified in Section 11.1, or at such other office as the Administrative Agent may designate in writing, prior to 11:00 A.M. (Charlotte, North Carolina time) on the Business Day of, in the case of the Conversion of a Eurodollar Loan into a Base Rate Loan, and on the third Business Day prior to, in the case of the Continuation of a Eurodollar Loan as, or Conversion of a Base Rate Loan into, a Eurodollar Loan, the date of the proposed Continuation or Conversion, specifying the date of the proposed Continuation or Conversion, the Loans to be so extended or converted, the types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for Continuation or Conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in subsections (a) and ), (b), (c), (d) of Section 5.2. In the event the Borrower fails to request Continuation or Conversion of any Eurodollar Loan in accordance with this Section, or any such Conversion or Continuation is not permitted or required by this Section, then such Eurodollar Loan shall be automatically continued as a Eurodollar Loan with an Interest Period of one month at the end of the Interest Period applicable thereto. The Administrative Agent shall give each Lender notice as promptly as practicable of any such proposed Continuation or Conversion affecting any Loan.and