Common use of Implementation of CAM Clause in Contracts

Implementation of CAM. (a) On the CAM Exchange Date, (i) the Commitments shall automatically and without further act be terminated as provided in Section 7.01, (ii) each Global Revolving Facility Lender shall immediately be deemed to have acquired (and shall promptly make payment therefor to the Applicable Agent in accordance with Section 2.04(c)) participations in the Swingline Loans (other than any Swingline Foreign Currency Loan in respect of which Global Revolving Facility Lenders have funded their purchase of participations pursuant to Section 2.04(c)) in an amount equal to such Global Revolving Facility Lender's ratable share (based on the respective Global Revolving Facility Commitments of the Global Revolving Facility Lenders immediately prior to the CAM Exchange Date) of each Swingline Foreign Currency Loan outstanding on such date, (iii) each U.S. Revolving Facility Lender shall immediately be deemed to have acquired (and shall promptly make payment therefor to the Applicable Agent in accordance with Section 2.04(c)) participations in the Swingline Dollar Loans (other than any Swingline Dollar Loan in respect of which the U.S. Revolving Facility Lenders have funded their purchase of participations pursuant to Section 2.04(c)) in an amount equal to such U.S. Revolving Facility Lender's U.S. Revolving Facility Percentage of each Swingline Dollar Loan outstanding on such date, (iv) simultaneously with the automatic conversions pursuant to clause (v) below, the Lenders shall automatically and without further act (and without regard to the provisions of Section 9.04) be deemed to have exchanged interests in the Loans (other than the Swingline Loans), Funded Ancillary Credit Extensions and participations in Unfunded Ancillary Credit Extensions, Swingline Loans and Letters of Credit, such that in lieu of the interest of each Lender in each Loan, Letter of Credit and Ancillary Credit Extension in which it shall participate as of such date (including such Lender's interest in the Obligations of each Loan Party in respect of each such Loan, Letter of Credit and Ancillary Credit Extension), such Lender shall hold an interest in every one of the Loans (other than the Swingline Loans) and Funded Ancillary Credit Extensions and a participation in every one of the Swingline Loans, Letters of Credit and Unfunded Ancillary Credit Extensions (including the Obligations of each Loan Party in respect of each such Loan and Ancillary Credit Extension and each Reserve Account established pursuant to Section 11.02 below), whether or not such Lender shall previously have participated therein, equal to such 140 Lender's CAM Percentage thereof and (v) simultaneously with the deemed exchange of interests pursuant to clause (iv) above, (A) in the case of the CAM Euro Lenders, the interest in the Loans and Funded Ancillary Credit Extensions denominated in a currency other than Euros to be received in such deemed exchange shall, automatically and with no further action required, be converted into the Euro Equivalent, determined using the Exchange Rate calculated as of such date, of such amount and on and after such date all amounts accruing and owed to the CAM Euro Lenders in respect of such Obligations shall accrue and be payable in Euros at the rates otherwise applicable hereunder and (B) in the case of the CAM Dollar Lenders, the interests in the Loans and Funded Ancillary Credit Extensions to be received in such deemed exchange shall, automatically and with no further action required, be converted into the Dollar Equivalent, determined using the Exchange Rate calculated as of such date, of such amount and on and after such date all amounts accruing and owed to the CAM Dollar Lenders in respect of such Obligation shall accrue and be payable in Dollars at the rate otherwise applicable hereunder. Each Lender and each Loan Party hereby consents and agrees to the CAM Exchange, and each Lender agrees that the CAM Exchange shall be binding upon its successors and assigns and any person that acquires a participation in its interests in any Loan or Ancillary Credit Extension. Each Loan Party agrees from time to time to execute and deliver to the Administrative Agent all such promissory notes and other instruments and documents as the Administrative Agent shall reasonably request to evidence and confirm the respective interests of the Lenders after giving effect to the CAM Exchange, and each Lender agrees to surrender any promissory notes originally received by it in connection with its Loans hereunder to the Administrative Agent against delivery of any promissory notes evidencing its interests in the Loans and Funded Ancillary Credit Extensions so executed and delivered; provided, however, that the failure of any Loan Party to execute or deliver or of any Lender to accept any such promissory note, instrument or document shall not affect the validity or effectiveness of the CAM Exchange.

Implementation of CAM. (a) (i) On the CAM Exchange Date, (i) to the Commitments shall automatically and without further act be terminated as provided in Section 7.01extent not otherwise prohibited by a Requirement of Law or otherwise, (ii) each Global Multicurrency Revolving Facility Lender shall immediately be deemed to have acquired (and shall promptly make payment therefor to the Applicable Agent in accordance with Section 2.04(c)) participations in the Swingline Overdraft Amounts in an amount equal to such Multicurrency Revolving Lender’s Multicurrency Revolver Pro Rata Share of each Overdraft Amount outstanding on such date and (ii) on the CAM Exchange Date, all Loans outstanding in any currency other than Dollars (“Loans to be Converted”) shall be converted into Dollars (calculated on the basis of the relevant Exchange Rates as of the Business Day immediately preceding the CAM Exchange Date) (“Converted Loans”), (iii) [reserved], (iv) on the CAM Exchange Date (with respect to Loans described in the foregoing clause (ii)) to the extent necessary to cause the fraction for each Lender described in the definitions of Dollar Revolver Pro Rata Share, Multicurrency Revolver Pro Rata Share and each Term Pro Rata Share to be equal for each Facility for such Lender after giving effect to the purchase and sale of participating interests under this clause, each Lender severally, unconditionally and irrevocably agrees that it shall purchase or sell in U.S. Dollars a participating interest in the Loans (other than any Swingline Foreign Currency Loan in respect of which Global Revolving Facility Lenders have funded their purchase of participations pursuant to Section 2.04(c)including such Converted Loans) in an amount equal to such Global Revolving Facility Lender's ratable share (based on the respective Global Revolving Facility Commitments its CAM Percentage of the Global outstanding principal amount of the Loans (including Converted Loans) All Converted Loans (which shall have been converted into Multicurrency Revolving Facility Lenders immediately prior Loans denominated in Dollars) shall bear interest at the rate which would otherwise be applicable to Base Rate Loans and (v) on the CAM Exchange Date) of each Swingline Foreign Currency Loan outstanding on such date, (iii) each U.S. Revolving Facility Lender all Commitments shall immediately be automatically deemed to have acquired (and shall promptly make payment therefor to the Applicable Agent in accordance with Section 2.04(c)) participations in the Swingline Dollar Loans (other than any Swingline Dollar Loan in respect of which the U.S. Revolving Facility Lenders have funded their purchase of participations pursuant to Section 2.04(c)) in an amount equal to such U.S. Revolving Facility Lender's U.S. Revolving Facility Percentage of each Swingline Dollar Loan outstanding on such date, (iv) simultaneously with the automatic conversions pursuant to clause (v) below, the Lenders shall automatically and without further act (and without regard to the provisions of Section 9.04) be deemed to have exchanged interests in the Loans (other than the Swingline Loans), Funded Ancillary Credit Extensions and participations in Unfunded Ancillary Credit Extensions, Swingline Loans and Letters of Credit, such that in lieu of the interest of each Lender in each Loan, Letter of Credit and Ancillary Credit Extension in which it shall participate as of such date (including such Lender's interest in the Obligations of each Loan Party in respect of each such Loan, Letter of Credit and Ancillary Credit Extension), such Lender shall hold an interest in every one of the Loans (other than the Swingline Loans) and Funded Ancillary Credit Extensions and a participation in every one of the Swingline Loans, Letters of Credit and Unfunded Ancillary Credit Extensions (including the Obligations of each Loan Party in respect of each such Loan and Ancillary Credit Extension and each Reserve Account established pursuant to Section 11.02 below), whether or not such Lender shall previously have participated therein, equal to such 140 Lender's CAM Percentage thereof and (v) simultaneously with the deemed exchange of interests pursuant to clause (iv) above, (A) in the case of the CAM Euro Lenders, the interest in the Loans and Funded Ancillary Credit Extensions denominated in a currency other than Euros to be received in such deemed exchange shall, automatically and with no further action required, be converted into the Euro Equivalent, determined using the Exchange Rate calculated as of such date, of such amount and on and after such date all amounts accruing and owed to the CAM Euro Lenders in respect of such Obligations shall accrue and be payable in Euros at the rates otherwise applicable hereunder and (B) in the case of the CAM Dollar Lenders, the interests in the Loans and Funded Ancillary Credit Extensions to be received in such deemed exchange shall, automatically and with no further action required, be converted into the Dollar Equivalent, determined using the Exchange Rate calculated as of such date, of such amount and on and after such date all amounts accruing and owed to the CAM Dollar Lenders in respect of such Obligation shall accrue and be payable in Dollars at the rate otherwise applicable hereunderterminated. Each Lender and each Loan Party Borrower hereby consents and agrees to the CAM Exchange, and each Lender agrees that the CAM Exchange shall be binding upon its successors and assigns and any person that acquires a participation in its interests in any Loan or Ancillary Credit ExtensionFacility. Each Loan Party Borrower agrees from time to time to execute and deliver to the Administrative Agent all such promissory notes and other instruments and documents as the Administrative Agent shall reasonably request to evidence and confirm the respective interests of the Lenders after giving effect to the CAM Exchange, and each Lender agrees to surrender any promissory notes originally received by it in connection with its Loans hereunder to the Administrative Agent against delivery of any promissory notes evidencing its interests in the Loans and Funded Ancillary Credit Extensions so executed and delivered; provided, however, that the failure of any Loan Party to execute or deliver or of any Lender to accept any such promissory note, instrument or document shall not affect the validity or effectiveness of the CAM Exchange.

Implementation of CAM. (a) (i) On the CAM Exchange Date, (i) to the Commitments shall automatically and without further act be terminated as provided in Section 7.01extent not otherwise prohibited by a Requirement of Law or otherwise, (ii1) each Global Dollar Revolving Facility Lender shall immediately be deemed to have acquired (and shall promptly make payment therefor to the Applicable Agent U.S. Swing Line Lender in accordance with Section 2.04(c2.1(c)(iii)) participations in the Swingline U.S. Swing Line Loans (other than any Swingline Foreign Currency Loan in respect of which Global Revolving Facility Lenders have funded their purchase of participations pursuant to Section 2.04(c)) in an amount equal to such Global Dollar Revolving Facility Lender's ratable share (based on the respective Global Revolving Facility Commitments of the Global Revolving Facility Lenders immediately prior to the CAM Exchange Date) ’s Dollar Revolver Pro Rata Share of each Swingline Foreign Currency U.S. Swing Line Loan outstanding on such date, date and (iii2) each U.S. Euro Revolving Facility Lender shall immediately be deemed to have acquired (and shall promptly make payment therefor to the Applicable Agent European Swing Line Lender in accordance with Section 2.04(c2.1(c)(iii)) participations in the Swingline Dollar European Swing Line Loans (other than any Swingline Dollar Loan in respect of which the U.S. Revolving Facility Lenders have funded their purchase of participations pursuant to Section 2.04(c)) in an amount equal to such U.S. Euro Revolving Facility Lender's U.S. Revolving Facility Percentage Lenders Euro Revolver Pro Rata Share of each Swingline Dollar European Swing Line Loan outstanding on such date and (iii) on the CAM Exchange Date, all Loans outstanding in any currency other than Dollars (“Loans to be Converted”) shall be converted into Dollars (calculated on the basis of the relevant Exchange Rates as of the Business Day immediately preceding the CAM Exchange Date) (“Converted Loans”), (iii) on each date on or after the CAM Exchange Date on which any B/As or B/A Equivalent Loans shall mature such B/As or B/A Equivalent Loans (“Acceptances to be Converted”) shall be converted into Canadian Revolving Loans denominated in Dollars (calculated on the basis of the Exchange Rate as of the Business Day immediately preceding such maturity date, ) (“Converted Acceptances”) and (iv) simultaneously on the CAM Exchange Date (with respect to Loans described in the automatic conversions pursuant to foregoing clause (vii)), and on the respective maturity date (with respect to B/As and B/A Equivalent Loans described in the foregoing clause (iii)) below, the Lenders shall automatically and without further act (and without regard to the provisions extent necessary to cause the fraction for each Lender described in the definitions of Section 9.04) Dollar Revolver Pro Rata Share, Euro Revolver Pro Rata Share, each Term Pro Rata Share and Canadian Revolver Pro Rata Share to be deemed equal for each Facility for such Lender after giving effect to have exchanged the purchase and sale of participating interests under this clause, each Lender severally, unconditionally and irrevocably agrees that it shall purchase or sell in U.S. Dollars a participating interest in the Loans (other than the Swingline Loans), Funded Ancillary Credit Extensions and participations in Unfunded Ancillary Credit Extensions, Swingline Loans and Letters of Credit, such that in lieu of the interest of each Lender in each Loan, Letter of Credit and Ancillary Credit Extension in which it shall participate as of such date (including such Lender's interest Converted Loans) and Converted Acceptances in an amount equal to its CAM Percentage of (x) the Obligations of each Loan Party in respect of each such Loan, Letter of Credit and Ancillary Credit Extension), such Lender shall hold an interest in every one outstanding principal amount of the Loans (other than the Swingline including Converted Loans) and Funded Ancillary Credit Extensions (y) the face amount of matured B/As and a participation in every one of the Swingline B/A Equivalent Loans, Letters of Credit and Unfunded Ancillary Credit Extensions (including the Obligations of each Loan Party in respect of each such Loan and Ancillary Credit Extension and each Reserve Account established pursuant to Section 11.02 below), whether or not such Lender shall previously have participated therein, equal to such 140 Lender's CAM Percentage thereof and (v) simultaneously with the deemed exchange of interests pursuant to clause (iv) above, (A) in the case of the CAM Euro Lenders, the interest in the as applicable. All Converted Loans and Funded Ancillary Credit Extensions Converted Acceptances (which shall have been converted into Canadian Revolving Loans denominated in a currency other than Euros to be received in such deemed exchange shall, automatically and with no further action required, be converted into the Euro Equivalent, determined using the Exchange Rate calculated as of such date, of such amount and on and after such date all amounts accruing and owed to the CAM Euro Lenders in respect of such Obligations Dollars) shall accrue and be payable in Euros at the rates otherwise applicable hereunder and (B) in the case of the CAM Dollar Lenders, the interests in the Loans and Funded Ancillary Credit Extensions to be received in such deemed exchange shall, automatically and with no further action required, be converted into the Dollar Equivalent, determined using the Exchange Rate calculated as of such date, of such amount and on and after such date all amounts accruing and owed to the CAM Dollar Lenders in respect of such Obligation shall accrue and be payable in Dollars bear interest at the rate which would otherwise be applicable hereunderto Base Rate Loans. Each Lender and each Loan Party Borrower hereby consents and agrees to the CAM Exchange, and each Lender agrees that the CAM Exchange shall be binding upon its successors and assigns and any person that acquires a participation in its interests in any Loan or Ancillary Credit ExtensionFacility. Each Loan Party Borrower agrees from time to time to execute and deliver to the Administrative Agent Agents all such promissory notes and other instruments and documents as the Administrative any such Agent shall reasonably request to evidence and confirm the respective interests of the Lenders after giving effect to the CAM Exchange, and each Lender agrees to surrender any promissory notes originally received by it in connection with its Loans hereunder to the Administrative Agent against delivery of any promissory notes evidencing its interests in the Loans and Funded Ancillary Credit Extensions so executed and delivered; provided, however, that the failure of any Loan Party to execute or deliver or of any Lender to accept any such promissory note, instrument or document shall not affect the validity or effectiveness of the CAM Exchange.

Implementation of CAM. (aa)(i) On the CAM Exchange Date, (i) to the Commitments shall automatically and without further act be terminated as provided in Section 7.01extent not otherwise prohibited by a requirement of law or otherwise, (ii) each Global Revolving Facility US Lender shall immediately be deemed to have acquired (and shall promptly make payment therefor to the Applicable Administrative Agent in accordance with Section 2.04(c)1.16) participations in the Swingline Swing Loans (other than any Swingline Foreign Currency Loan in respect of which Global Revolving Facility Lenders have funded their purchase of participations pursuant to Section 2.04(c)) in an amount equal to such Global Revolving Facility US Lender's ratable share ’s Revolver Percentage of each Swing Loan outstanding on such date and (based ii) except as provided in clause (iii) below, all Loans outstanding in Canadian Dollars (“Loans to be Converted”) shall be converted into U.S. Dollars (calculated on the respective Global Revolving Facility Commitments basis of the Global Revolving Facility Lenders relevant exchange rate as of the Business Day immediately prior to preceding the CAM Exchange Date) of each Swingline Foreign Currency Loan outstanding on such date(“Converted Loans”), (iii) on each date on or after the CAM Exchange Date on which any Bankers’ Acceptances shall mature such Bankers’ Acceptances (“Acceptances to be Converted”) shall be converted into Canadian Revolving Loans denominated in U.S. Revolving Facility Lender shall Dollars (calculated on the basis of the exchange rate as of the Business Day immediately be deemed preceding such maturity date) (“Converted Acceptances”) and (iv) on the CAM Exchange Date (with respect to have acquired Loans described in the foregoing clause (ii)), and shall promptly make payment therefor on the respective maturity date (with respect to Bankers’ Acceptances described in the Applicable Agent in accordance with Section 2.04(cforegoing clause (iii)) participations each Lender severally, unconditionally and irrevocably agrees that it shall purchase or sell in U.S. Dollars a participating interest in the Swingline Dollar Loans (other than any Swingline Dollar Loan in respect of which the U.S. Revolving Facility Lenders have funded their purchase of participations pursuant to Section 2.04(c)) and Converted Acceptances in an amount equal to such U.S. Revolving Facility Lender's U.S. Revolving Facility its CAM Percentage of each Swingline Dollar Loan (x) the outstanding on such date, (iv) simultaneously with the automatic conversions pursuant to clause (v) below, the Lenders shall automatically and without further act (and without regard to the provisions principal amount of Section 9.04) be deemed to have exchanged interests in the Loans and (other than y) the Swingline Loans)face amount of matured Bankers’ Acceptances, Funded Ancillary Credit Extensions and participations in Unfunded Ancillary Credit Extensions, Swingline Loans and Letters of Creditas applicable, such that in lieu of the interest of each Lender in each Loan, Letter of Credit and Ancillary Credit Extension in which it shall participate as of such date (including such Lender's interest in prior to the Obligations of each Loan Party in respect of each such Loan, Letter of Credit and Ancillary Credit Extension)CAM Exchange Date, such Lender shall hold an interest in every one of the Loans (other than the Swingline Loans) and Funded Ancillary Credit Extensions and a participation in every one of the Swingline Loans, Letters of Credit and Unfunded Ancillary Credit Extensions (including the Obligations of each Loan Party in respect of each such Loan and Ancillary Credit Extension and each Reserve Account established pursuant to Section 11.02 below), Credits whether or not such Lender shall have previously have participated therein, equal to such 140 Lender's ’s CAM Percentage thereof and (v) simultaneously with the deemed exchange of interests pursuant to clause (iv) above, (A) in the case of on the CAM Euro Lenders, the interest in the Exchange Date. All Converted Loans and Funded Ancillary Credit Extensions Converted Acceptances (which shall have been converted into Canadian Revolving Loans denominated in a currency other than Euros to be received in such deemed exchange shall, automatically and with no further action required, be converted into the Euro Equivalent, determined using the Exchange Rate calculated as of such date, of such amount and on and after such date all amounts accruing and owed to the CAM Euro Lenders in respect of such Obligations U.S. Dollars) shall accrue and be payable in Euros at the rates otherwise applicable hereunder and (B) in the case of the CAM Dollar Lenders, the interests in the Loans and Funded Ancillary Credit Extensions to be received in such deemed exchange shall, automatically and with no further action required, be converted into the Dollar Equivalent, determined using the Exchange Rate calculated as of such date, of such amount and on and after such date all amounts accruing and owed to the CAM Dollar Lenders in respect of such Obligation shall accrue and be payable in Dollars bear interest at the rate which would otherwise be applicable hereunderto Base Rate Loans. Each Lender Lender, the Borrower and each Loan Party the Canadian Borrowers hereby consents and agrees to the CAM Exchange, and each Lender agrees that the CAM Exchange shall be binding upon its successors and assigns and any person that acquires a participation in its interests in any Loan or Ancillary Credit ExtensionCredit. Each Loan Party of the Borrower and the Canadian Borrowers agrees from time to time to execute and deliver to the Administrative Agent all such promissory notes and other instruments and documents as the Administrative Agent shall reasonably request to evidence and confirm the respective interests of the Lenders after giving effect to the CAM Exchange, and each Lender agrees to surrender any promissory notes originally received by it in connection with its Loans hereunder to the Administrative Agent against delivery of any promissory notes evidencing its interests in the Loans and Funded Ancillary Credit Extensions so executed and delivered; provided, however, that the failure of any Loan Party to execute or deliver or of any Lender to accept any such promissory note, instrument or document shall not affect the validity or effectiveness of the CAM Exchange.

Implementation of CAM. (a) (i) On the CAM Exchange Date, (i) to the Commitments shall automatically and without further act be terminated as provided in Section 7.01extent not otherwise prohibited by a Requirement of Law or otherwise, (ii) each Global Multicurrency Revolving Facility Lender shall immediately be deemed to have acquired (and shall promptly make payment therefor to the Applicable Agent Swing Line Lender in accordance with Section 2.04(c2.1(c)(iii)) participations in the Swingline Swing Line Loans (other than any Swingline Foreign Currency Loan in respect of which Global Revolving Facility Lenders have funded their purchase of participations pursuant to Section 2.04(c)) in an amount equal to such Global Multicurrency Revolving Facility Lender's ratable share ’s Multicurrency Revolver Pro Rata Share of each Swing Line Loan outstanding on such date and (based ii) on the respective Global Revolving Facility Commitments CAM Exchange Date, all Loans outstanding in any currency other than Dollars (“Loans to be Converted”) shall be converted into Dollars (calculated on the basis of the Global Revolving Facility Lenders relevant Exchange Rates as of the Business Day immediately prior to preceding the CAM Exchange Date) of each Swingline Foreign Currency Loan outstanding on such date(“Converted Loans”), (iii) on each U.S. date on or after the CAM Exchange Date on which any B/As or B/A Equivalent Loans shall mature such B/As or B/A Equivalent Loans (“Acceptances to be Converted”) shall be converted into Canadian Revolving Facility Lender shall Loans denominated in Dollars (calculated on the basis of the Exchange Rate as of the Business Day immediately be deemed preceding such maturity date) (“Converted Acceptances”), (iv) on the CAM Exchange Date (with respect to have acquired Loans described in the foregoing clause (ii)), and shall promptly make payment therefor on the respective maturity date (with respect to B/As and B/A Equivalent Loans described in the foregoing clause (iii)) to the Applicable Agent in accordance with Section 2.04(c)) participations extent necessary to cause the fraction for each Lender described in the Swingline definitions of Dollar Revolver Pro Rata Share, Multicurrency Revolver Pro Rata Share, each Term Pro Rata Share and Canadian Revolver Pro Rata Share to be equal for each Facility for such Lender after giving effect to the purchase and sale of participating interests under this clause, each Lender severally, unconditionally and irrevocably agrees that it shall purchase or sell in U.S. Dollars a participating interest in the Loans (other than any Swingline Dollar Loan in respect of which the U.S. Revolving Facility Lenders have funded their purchase of participations pursuant to Section 2.04(c)including such Converted Loans) and Converted Acceptances in an amount equal to such U.S. Revolving Facility Lender's U.S. Revolving Facility its CAM Percentage of each Swingline Dollar Loan (x) the outstanding on such date, (iv) simultaneously with the automatic conversions pursuant to clause (v) below, the Lenders shall automatically and without further act (and without regard to the provisions of Section 9.04) be deemed to have exchanged interests in the Loans (other than the Swingline Loans), Funded Ancillary Credit Extensions and participations in Unfunded Ancillary Credit Extensions, Swingline Loans and Letters of Credit, such that in lieu of the interest of each Lender in each Loan, Letter of Credit and Ancillary Credit Extension in which it shall participate as of such date (including such Lender's interest in the Obligations of each Loan Party in respect of each such Loan, Letter of Credit and Ancillary Credit Extension), such Lender shall hold an interest in every one principal amount of the Loans (other than the Swingline including Converted Loans) and Funded Ancillary Credit Extensions (y) the face amount of matured B/As and a participation in every one of the Swingline B/A Equivalent Loans, Letters of Credit as applicable. All Converted Loans and Unfunded Ancillary Credit Extensions Converted Acceptances (including which shall have been converted into Canadian Revolving Loans denominated in Dollars) shall bear interest at the Obligations of each Loan Party in respect of each such Loan and Ancillary Credit Extension and each Reserve Account established pursuant rate which would otherwise be applicable to Section 11.02 below), whether or not such Lender shall previously have participated therein, equal to such 140 Lender's CAM Percentage thereof Base Rate Loans and (v) simultaneously with the deemed exchange of interests pursuant to clause (iv) above, (A) in the case of on the CAM Euro LendersExchange Date, the interest in the Loans and Funded Ancillary Credit Extensions denominated in a currency other than Euros to all Commitments shall be received in such automatically deemed exchange shall, automatically and with no further action required, be converted into the Euro Equivalent, determined using the Exchange Rate calculated as of such date, of such amount and on and after such date all amounts accruing and owed to the CAM Euro Lenders in respect of such Obligations shall accrue and be payable in Euros at the rates otherwise applicable hereunder and (B) in the case of the CAM Dollar Lenders, the interests in the Loans and Funded Ancillary Credit Extensions to be received in such deemed exchange shall, automatically and with no further action required, be converted into the Dollar Equivalent, determined using the Exchange Rate calculated as of such date, of such amount and on and after such date all amounts accruing and owed to the CAM Dollar Lenders in respect of such Obligation shall accrue and be payable in Dollars at the rate otherwise applicable hereunderterminated. Each Lender and each Loan Party Borrower hereby consents and agrees to the CAM Exchange, and each Lender agrees that the CAM Exchange shall be binding upon its successors and assigns and any person that acquires a participation in its interests in any Loan or Ancillary Credit ExtensionFacility. Each Loan Party Borrower agrees from time to time to execute and deliver to the Administrative Agent Agents all such promissory notes and other instruments and documents as the Administrative any such Agent shall reasonably request to evidence and confirm the respective interests of the Lenders after giving effect to the CAM Exchange, and each Lender agrees to surrender any promissory notes originally received by it in connection with its Loans hereunder to the Administrative Agent against delivery of any promissory notes evidencing its interests in the Loans and Funded Ancillary Credit Extensions so executed and delivered; provided, however, that the failure of any Loan Party to execute or deliver or of any Lender to accept any such promissory note, instrument or document shall not affect the validity or effectiveness of the CAM Exchange.

Implementation of CAM. (a) (i) On the CAM Exchange Date, (i) to the Commitments shall automatically and without further act be terminated as provided in Section 7.01extent not otherwise prohibited by a Requirement of Law or otherwise, (ii) each Global Multicurrency Revolving Facility Lender shall immediately be deemed to have acquired (and shall promptly make payment therefor to the Applicable Agent Swing Line Lender in accordance with Section 2.04(c2.1(c)(iii)) participations in the Swingline Swing Line Loans (other than any Swingline Foreign Currency Loan in respect of which Global Revolving Facility Lenders have funded their purchase of participations pursuant to Section 2.04(c)) in an amount equal to such Global Multicurrency Revolving Facility Lender's ratable share Lenders Multicurrency Revolver Pro Rata Share of each Swing Line Loan outstanding on such date and (based ii) on the respective Global Revolving Facility Commitments CAM Exchange Date, all Loans outstanding in any currency other than Dollars (“Loans to be Converted”) shall be converted into Dollars (calculated on the basis of the Global Revolving Facility Lenders relevant Exchange Rates as of the Business Day immediately prior to preceding the CAM Exchange Date) of each Swingline Foreign Currency Loan outstanding on such date(“Converted Loans”), (iii) on each U.S. date on or after the CAM Exchange Date on which any B/As or B/A Equivalent Loans shall mature such B/As or B/A Equivalent Loans (“Acceptances to be Converted”) shall be converted into Canadian Revolving Facility Lender shall Loans denominated in Dollars (calculated on the basis of the Exchange Rate as of the Business Day immediately be deemed preceding such maturity date) (“Converted Acceptances”) and (iv) on the CAM Exchange Date (with respect to have acquired Loans described in the foregoing clause (ii)), and shall promptly make payment therefor on the respective maturity date (with respect to B/As and B/A Equivalent Loans described in the foregoing clause (iii)) to the Applicable Agent in accordance with Section 2.04(c)) participations extent necessary to cause the fraction for each Lender described in the Swingline definitions of Original Dollar Revolver Pro Rata Share, Extended Dollar Revolver Pro Rata Share, Multicurrency Revolver Pro Rata Share, Original Euro Revolver Pro Rata Share, each Term Pro Rata Share and Canadian Revolver Pro Rata Share to be equal for each Facility for such Lender after giving effect to the purchase and sale of participating interests under this clause, each Lender severally, unconditionally and irrevocably agrees that it shall purchase or sell in U.S. Dollars a participating interest in the Loans (other than any Swingline Dollar Loan in respect of which the U.S. Revolving Facility Lenders have funded their purchase of participations pursuant to Section 2.04(c)including such Converted Loans) and Converted Acceptances in an amount equal to such U.S. Revolving Facility Lender's U.S. Revolving Facility its CAM Percentage of each Swingline Dollar Loan (x) the outstanding on such date, (iv) simultaneously with the automatic conversions pursuant to clause (v) below, the Lenders shall automatically and without further act (and without regard to the provisions of Section 9.04) be deemed to have exchanged interests in the Loans (other than the Swingline Loans), Funded Ancillary Credit Extensions and participations in Unfunded Ancillary Credit Extensions, Swingline Loans and Letters of Credit, such that in lieu of the interest of each Lender in each Loan, Letter of Credit and Ancillary Credit Extension in which it shall participate as of such date (including such Lender's interest in the Obligations of each Loan Party in respect of each such Loan, Letter of Credit and Ancillary Credit Extension), such Lender shall hold an interest in every one principal amount of the Loans (other than the Swingline including Converted Loans) and Funded Ancillary Credit Extensions (y) the face amount of matured B/As and a participation in every one of the Swingline B/A Equivalent Loans, Letters of Credit and Unfunded Ancillary Credit Extensions (including the Obligations of each Loan Party in respect of each such Loan and Ancillary Credit Extension and each Reserve Account established pursuant to Section 11.02 below), whether or not such Lender shall previously have participated therein, equal to such 140 Lender's CAM Percentage thereof and (v) simultaneously with the deemed exchange of interests pursuant to clause (iv) above, (A) in the case of the CAM Euro Lenders, the interest in the as applicable. All Converted Loans and Funded Ancillary Credit Extensions Converted Acceptances (which shall have been converted into Canadian Revolving Loans denominated in a currency other than Euros to be received in such deemed exchange shall, automatically and with no further action required, be converted into the Euro Equivalent, determined using the Exchange Rate calculated as of such date, of such amount and on and after such date all amounts accruing and owed to the CAM Euro Lenders in respect of such Obligations Dollars) shall accrue and be payable in Euros at the rates otherwise applicable hereunder and (B) in the case of the CAM Dollar Lenders, the interests in the Loans and Funded Ancillary Credit Extensions to be received in such deemed exchange shall, automatically and with no further action required, be converted into the Dollar Equivalent, determined using the Exchange Rate calculated as of such date, of such amount and on and after such date all amounts accruing and owed to the CAM Dollar Lenders in respect of such Obligation shall accrue and be payable in Dollars bear interest at the rate which would otherwise be applicable hereunderto Base Rate Loans. Each Lender and each Loan Party Borrower hereby consents and agrees to the CAM Exchange, and each Lender agrees that the CAM Exchange shall be binding upon its successors and assigns and any person that acquires a participation in its interests in any Loan or Ancillary Credit ExtensionFacility. Each Loan Party Borrower agrees from time to time to execute and deliver to the Administrative Agent Agents all such promissory notes and other instruments and documents as the Administrative any such Agent shall reasonably request to evidence and confirm the respective interests of the Lenders after giving effect to the CAM Exchange, and each Lender agrees to surrender any promissory notes originally received by it in connection with its Loans hereunder to the Administrative Agent against delivery of any promissory notes evidencing its interests in the Loans and Funded Ancillary Credit Extensions so executed and delivered; provided, however, that the failure of any Loan Party to execute or deliver or of any Lender to accept any such promissory note, instrument or document shall not affect the validity or effectiveness of the CAM Exchange.

Implementation of CAM. (a) (i) On the CAM Exchange Date, (i) to the Commitments shall automatically and without further act be terminated as provided in Section 7.01extent not otherwise prohibited by a Requirement of Law or otherwise, (ii) each Global Multicurrency Revolving Facility Lender shall immediately be deemed to have acquired (and shall promptly make payment therefor to the Applicable Agent Swing Line Lender in accordance with Section 2.04(c2.1(c)(iii)) participations in the Swingline Swing Line Loans (other than any Swingline Foreign Currency Loan in respect of which Global Revolving Facility Lenders have funded their purchase of participations pursuant to Section 2.04(c)) in an amount equal to such Global Multicurrency Revolving Facility Lender's ratable share ’s Multicurrency Revolver Pro Rata Share of each Swing Line Loan outstanding on such date and (based ii) except as provided in clause (iii) below, all Loans outstanding in any currency other than Dollars (“Loans to be Converted”) shall be converted into Dollars (calculated on the respective Global Revolving Facility Commitments basis of the Global Revolving Facility Lenders relevant Exchange Rates as of the Business Day immediately prior to preceding the CAM Exchange Date) of each Swingline Foreign Currency Loan outstanding on such date(“Converted Loans”), (iii) on each U.S. date on or after the CAM Exchange Date on which any B/As or B/A Equivalent Loans shall mature such B/As or B/A Equivalent Loans (“Acceptances to be Converted”) shall be converted into Canadian Revolving Facility Lender shall Loans denominated in Dollars (calculated on the basis of the Exchange Rate as of the Business Day immediately be deemed preceding such maturity date) (“Converted Acceptances”) and (iv) on the CAM Exchange Date (with respect to have acquired Loans described in the foregoing clause (ii)), and shall promptly make payment therefor on the respective maturity date (with respect to B/As and B/A Equivalent Loans described in the Applicable Agent in accordance with Section 2.04(cforegoing clause (iii)) participations each Lender severally, unconditionally and irrevocably agrees that it shall purchase or sell in U.S. Dollars a participating interest in the Swingline Dollar Loans (other than any Swingline Dollar Loan in respect of which the U.S. Revolving Facility Lenders have funded their purchase of participations pursuant to Section 2.04(c)) and Converted Acceptances in an amount equal to such U.S. Revolving Facility Lender's U.S. Revolving Facility its CAM Percentage of each Swingline Dollar Loan (x) the outstanding on such date, (iv) simultaneously with the automatic conversions pursuant to clause (v) below, the Lenders shall automatically and without further act (and without regard to the provisions principal amount of Section 9.04) be deemed to have exchanged interests in the Loans and (other than y) the Swingline face amount of matured B/As and B/A Equivalent Loans), Funded Ancillary Credit Extensions and participations in Unfunded Ancillary Credit Extensions, Swingline Loans and Letters of Creditas applicable, such that in lieu of the interest of each Lender in each Loan, Letter of Credit and Ancillary Credit Extension Facility in which it shall participate as of such date (including such Lender's interest in prior to the Obligations of each Loan Party in respect of each such Loan, Letter of Credit and Ancillary Credit Extension)CAM Exchange Date, such Lender shall hold an interest in every one of the Loans (other than the Swingline Loans) and Funded Ancillary Credit Extensions and a participation in every one of the Swingline Loans, Letters of Credit and Unfunded Ancillary Credit Extensions (including the Obligations of each Loan Party in respect of each such Loan and Ancillary Credit Extension and each Reserve Account established pursuant to Section 11.02 below), Facilities whether or not such Lender shall have previously have participated therein, equal to such 140 Lender's ’s CAM Percentage thereof and (v) simultaneously with the deemed exchange of interests pursuant to clause (iv) above, (A) in the case of on the CAM Euro Lenders, the interest in the Exchange Date. All Converted Loans and Funded Ancillary Credit Extensions Converted Acceptances (which shall have been converted into Canadian Revolving Loans denominated in a currency other than Euros to be received in such deemed exchange shall, automatically and with no further action required, be converted into the Euro Equivalent, determined using the Exchange Rate calculated as of such date, of such amount and on and after such date all amounts accruing and owed to the CAM Euro Lenders in respect of such Obligations U.S. Dollars) shall accrue and be payable in Euros at the rates otherwise applicable hereunder and (B) in the case of the CAM Dollar Lenders, the interests in the Loans and Funded Ancillary Credit Extensions to be received in such deemed exchange shall, automatically and with no further action required, be converted into the Dollar Equivalent, determined using the Exchange Rate calculated as of such date, of such amount and on and after such date all amounts accruing and owed to the CAM Dollar Lenders in respect of such Obligation shall accrue and be payable in Dollars bear interest at the rate which would otherwise be applicable hereunderto Base Rate Loans. Each Lender and each Loan Party Borrower hereby consents and agrees to the CAM Exchange, and each Lender agrees that the CAM Exchange shall be binding upon its successors and assigns and any person that acquires a participation in its interests in any Loan or Ancillary Credit ExtensionFacility. Each Loan Party Borrower agrees from time to time to execute and deliver to the Administrative Agent all such promissory notes and other instruments and documents as the Administrative Agent shall reasonably request to evidence and confirm the respective interests of the Lenders after giving effect to the CAM Exchange, and each Lender agrees to surrender any promissory notes originally received by it in connection with its Loans hereunder to the Administrative Agent against delivery of any promissory notes evidencing its interests in the Loans and Funded Ancillary Credit Extensions so executed and delivered; provided, however, that the failure of any Loan Party to execute or deliver or of any Lender to accept any such promissory note, instrument or document shall not affect the validity or effectiveness of the CAM Exchange.

Implementation of CAM. (aa)(i) On the CAM Exchange Date, (i) to the Commitments shall automatically and without further act be terminated as provided in Section 7.01extent not otherwise prohibited by a Requirement of Law or otherwise, (ii) each Global Multicurrency Revolving Facility Lender shall immediately be deemed to have acquired (and shall promptly make payment therefor to the Applicable Agent Swing Line Lender in accordance with Section 2.04(c2.1(c)(iii)) participations in the Swingline Swing Line Loans (other than any Swingline Foreign Currency Loan in respect of which Global Revolving Facility Lenders have funded their purchase of participations pursuant to Section 2.04(c)) in an amount equal to such Global Multicurrency Revolving Facility Lender's ratable share Lenders Multicurrency Revolver Pro Rata Share of each Swing Line Loan outstanding on such date and (based ii) on the respective Global Revolving Facility Commitments CAM Exchange Date, all Loans outstanding in any currency other than Dollars (“Loans to be Converted”) shall be converted into Dollars (calculated on the basis of the Global Revolving Facility Lenders relevant Exchange Rates as of the Business Day immediately prior to preceding the CAM Exchange Date) of each Swingline Foreign Currency Loan outstanding on such date(“Converted Loans”), (iii) on each U.S. date on or after the CAM Exchange Date on which any B/As or B/A Equivalent Loans shall mature such B/As or B/A Equivalent Loans (“Acceptances to be Converted”) shall be converted into Canadian Revolving Facility Lender shall Loans denominated in Dollars (calculated on the basis of the Exchange Rate as of the Business Day immediately be deemed preceding such maturity date) (“Converted Acceptances”) and (iv) on the CAM Exchange Date (with respect to have acquired Loans described in the foregoing clause (ii)), and shall promptly make payment therefor on the respective maturity date (with respect to B/As and B/A Equivalent Loans described in the foregoing clause (iii)) to the Applicable Agent in accordance with Section 2.04(c)) participations extent necessary to cause the fraction for each Lender described in the Swingline definitions of Original Dollar Revolver Pro Rata Share, Extended Dollar Revolver Pro Rata Share, Multicurrency Revolver Pro Rata Share, Original Euro Revolver Pro Rata Share, each Term Pro Rata Share and Canadian Revolver Pro Rata Share to be equal for each Facility for such Lender after giving effect to the purchase and sale of participating interests under this clause, each Lender severally, unconditionally and irrevocably agrees that it shall purchase or sell in U.S. Dollars a participating interest in the Loans (other than any Swingline Dollar Loan in respect of which the U.S. Revolving Facility Lenders have funded their purchase of participations pursuant to Section 2.04(c)including such Converted Loans) and Converted Acceptances in an amount equal to such U.S. Revolving Facility Lender's U.S. Revolving Facility its CAM Percentage of each Swingline Dollar Loan (x) the outstanding on such date, (iv) simultaneously with the automatic conversions pursuant to clause (v) below, the Lenders shall automatically and without further act (and without regard to the provisions of Section 9.04) be deemed to have exchanged interests in the Loans (other than the Swingline Loans), Funded Ancillary Credit Extensions and participations in Unfunded Ancillary Credit Extensions, Swingline Loans and Letters of Credit, such that in lieu of the interest of each Lender in each Loan, Letter of Credit and Ancillary Credit Extension in which it shall participate as of such date (including such Lender's interest in the Obligations of each Loan Party in respect of each such Loan, Letter of Credit and Ancillary Credit Extension), such Lender shall hold an interest in every one principal amount of the Loans (other than the Swingline including Converted Loans) and Funded Ancillary Credit Extensions (y) the face amount of matured B/As and a participation in every one of the Swingline B/A Equivalent Loans, Letters of Credit and Unfunded Ancillary Credit Extensions (including the Obligations of each Loan Party in respect of each such Loan and Ancillary Credit Extension and each Reserve Account established pursuant to Section 11.02 below), whether or not such Lender shall previously have participated therein, equal to such 140 Lender's CAM Percentage thereof and (v) simultaneously with the deemed exchange of interests pursuant to clause (iv) above, (A) in the case of the CAM Euro Lenders, the interest in the as applicable. All Converted Loans and Funded Ancillary Credit Extensions Converted Acceptances (which shall have been converted into Canadian Revolving Loans denominated in a currency other than Euros to be received in such deemed exchange shall, automatically and with no further action required, be converted into the Euro Equivalent, determined using the Exchange Rate calculated as of such date, of such amount and on and after such date all amounts accruing and owed to the CAM Euro Lenders in respect of such Obligations Dollars) shall accrue and be payable in Euros at the rates otherwise applicable hereunder and (B) in the case of the CAM Dollar Lenders, the interests in the Loans and Funded Ancillary Credit Extensions to be received in such deemed exchange shall, automatically and with no further action required, be converted into the Dollar Equivalent, determined using the Exchange Rate calculated as of such date, of such amount and on and after such date all amounts accruing and owed to the CAM Dollar Lenders in respect of such Obligation shall accrue and be payable in Dollars bear interest at the rate which would otherwise be applicable hereunderto Base Rate Loans. Each Lender and each Loan Party Borrower hereby consents and agrees to the CAM Exchange, and each Lender agrees that the CAM Exchange shall be binding upon its successors and assigns and any person that acquires a participation in its interests in any Loan or Ancillary Credit ExtensionFacility. Each Loan Party Borrower agrees from time to time to execute and deliver to the Administrative Agent Agents all such promissory notes and other instruments and documents as the Administrative any such Agent shall reasonably request to evidence and confirm the respective interests of the Lenders after giving effect to the CAM Exchange, and each Lender agrees to surrender any promissory notes originally received by it in connection with its Loans hereunder to the Administrative Agent against delivery of any promissory notes evidencing its interests in the Loans and Funded Ancillary Credit Extensions so executed and delivered; provided, however, that the failure of any Loan Party to execute or deliver or of any Lender to accept any such promissory note, instrument or document shall not affect the validity or effectiveness of the CAM Exchange.

Implementation of CAM. (a) On the CAM Exchange Date, (i) the Commitments shall automatically and without further act be terminated as provided in Section 7.01, (ii) each Global Revolving Facility Lender shall immediately be deemed to have acquired (and shall promptly make payment therefor to the Applicable Agent in accordance with Section 2.04(c)) participations in the Swingline Loans (other than any Swingline Foreign Currency Loan in respect of which Global Revolving Facility Lenders have funded their purchase of participations pursuant to Section 2.04(c)) in an amount equal to such Global Revolving Facility Lender's ’s ratable share (based on the respective Global Revolving Facility Commitments of the Global Revolving Facility Lenders immediately prior to the CAM Exchange Date) of each Swingline Foreign Currency Loan outstanding on such date, (iii) each U.S. Revolving Facility Lender shall immediately be deemed to have acquired (and shall promptly make payment therefor to the Applicable Agent in accordance with Section 2.04(c)) participations in the Swingline Dollar Loans (other than any Swingline Dollar Loan in respect of which the U.S. Revolving Facility Lenders have funded their purchase of participations pursuant to Section 2.04(c)) in an amount equal to such U.S. Revolving Facility Lender's ’s U.S. Revolving Facility Percentage of each Swingline Dollar Loan outstanding on such date, (iv) simultaneously with the automatic conversions pursuant to clause (v) below, the Lenders shall automatically and without further act (and without regard to the provisions of Section 9.04) be deemed to have exchanged interests in the Loans (other than the Swingline Loans), Funded Ancillary Credit Extensions and participations in Unfunded Ancillary Credit Extensions, Swingline Loans and Letters of Credit, such that in lieu of the interest of each Lender in each Loan, Letter of Credit and Ancillary Credit Extension in which it shall participate as of such date (including such Lender's ’s interest in the Obligations of each Loan Party in respect of each such Loan, Letter of Credit and Ancillary Credit Extension), such Lender shall hold an interest in every one of the Loans (other than the Swingline Loans) and Funded Ancillary Credit Extensions and a participation in every one of the Swingline Loans, Letters of Credit and Unfunded Ancillary Credit Extensions (including the Obligations of each Loan Party in respect of each such Loan and Ancillary Credit Extension and each Reserve Account established pursuant to Section 11.02 below), whether or not such Lender shall previously have participated therein, equal to such 140 Lender's ’s CAM Percentage thereof and (v) simultaneously with the deemed exchange of interests pursuant to clause (iv) above, (A) in the case of the CAM Euro Lenders, the interest in the Loans and Funded Ancillary Credit Extensions denominated in a currency other than Euros to be received in such deemed exchange shall, automatically and with no further action required, be converted into the Euro Equivalent, determined using the Exchange Rate calculated as of such date, of such amount and on and after such date all amounts accruing and owed to the CAM Euro Lenders in respect of such Obligations shall accrue and be payable in Euros at the rates otherwise applicable hereunder and (B) in the case of the CAM Dollar Lenders, the interests in the Loans and Funded Ancillary Credit Extensions to be received in such deemed exchange shall, automatically and with no further action required, be converted into the Dollar Equivalent, determined using the Exchange Rate calculated as of such date, of such amount and on and after such date all amounts accruing and owed to the CAM Dollar Lenders in respect of such Obligation shall accrue and be payable in Dollars at the rate otherwise applicable hereunder. Each Lender and each Loan Party hereby consents and agrees to the CAM Exchange, and each Lender agrees that the CAM Exchange shall be binding upon its successors and assigns and any person that acquires a participation in its interests in any Loan or Ancillary Credit Extension. Each Loan Party agrees from time to time to execute and deliver to the Administrative Agent all such promissory notes and other instruments 161 and documents as the Administrative Agent shall reasonably request to evidence and confirm the respective interests of the Lenders after giving effect to the CAM Exchange, and each Lender agrees to surrender any promissory notes originally received by it in connection with its Loans hereunder to the Administrative Agent against delivery of any promissory notes evidencing its interests in the Loans and Funded Ancillary Credit Extensions so executed and delivered; provided, however, that the failure of any Loan Party to execute or deliver or of any Lender to accept any such promissory note, instrument or document shall not affect the validity or effectiveness of the CAM Exchange.

Implementation of CAM. (a) (i) On the CAM Exchange Date, (i) to the Commitments shall automatically and without further act be terminated as provided in Section 7.01extent not otherwise prohibited by a Requirement of Law or otherwise, (ii) each Global Multicurrency Revolving Facility Lender shall immediately be deemed to have acquired (and shall promptly make payment therefor to the Applicable Agent Swing Line Lender in accordance with Section 2.04(c2.1(c)(iii)) participations in the Swingline Swing Line Loans (other than any Swingline Foreign Currency Loan in respect of which Global Revolving Facility Lenders have funded their purchase of participations pursuant to Section 2.04(c)) in an amount equal to such Global Multicurrency Revolving Facility Lender's ratable share Multicurrency Revolver Pro Rata Share of each Swing Line Loan outstanding on such date and (based ii) except as provided in clause (iii) below, all Loans outstanding in any currency other than Dollars ("Loans to be Converted") shall be converted into Dollars (calculated on the respective Global Revolving Facility Commitments basis of the Global Revolving Facility Lenders relevant Exchange Rates as of the Business Day immediately prior to preceding the CAM Exchange Date) of each Swingline Foreign Currency Loan outstanding on such date("Converted Loans"), (iii) on each U.S. date on or after the CAM Exchange Date on which any B/As or B/A Equivalent Loans shall mature such B/As or B/A Equivalent Loans ("Acceptances to be Converted") shall be converted into Canadian Revolving Facility Lender shall Loans denominated in Dollars (calculated on the basis of the Exchange Rate as of the Business Day immediately be deemed preceding such maturity date) ("Converted Acceptances") and (iv) on the CAM Exchange Date (with respect to have acquired Loans described in the foregoing clause (ii)), and shall promptly make payment therefor on the respective maturity date (with respect to B/As and B/A Equivalent Loans described in the Applicable Agent in accordance with Section 2.04(cforegoing clause (iii)) participations each Lender severally, unconditionally and irrevocably agrees that it shall purchase or sell in U.S. Dollars a participating interest in the Swingline Dollar Loans (other than any Swingline Dollar Loan in respect of which the U.S. Revolving Facility Lenders have funded their purchase of participations pursuant to Section 2.04(c)) and Converted Acceptances in an amount equal to such U.S. Revolving Facility Lender's U.S. Revolving Facility its CAM Percentage of each Swingline Dollar Loan (x) the outstanding on such date, (iv) simultaneously with the automatic conversions pursuant to clause (v) below, the Lenders shall automatically and without further act (and without regard to the provisions principal amount of Section 9.04) be deemed to have exchanged interests in the Loans and (other than y) the Swingline face amount of matured B/As and B/A Equivalent Loans), Funded Ancillary Credit Extensions and participations in Unfunded Ancillary Credit Extensions, Swingline Loans and Letters of Creditas applicable, such that in lieu of the interest of each Lender in each Loan, Letter of Credit and Ancillary Credit Extension Facility in which it shall participate as of such date (including such Lender's interest in prior to the Obligations of each Loan Party in respect of each such Loan, Letter of Credit and Ancillary Credit Extension)CAM Exchange Date, such Lender shall hold an interest in every one of the Loans (other than the Swingline Loans) and Funded Ancillary Credit Extensions and a participation in every one of the Swingline Loans, Letters of Credit and Unfunded Ancillary Credit Extensions (including the Obligations of each Loan Party in respect of each such Loan and Ancillary Credit Extension and each Reserve Account established pursuant to Section 11.02 below), Facilities whether or not such Lender shall have previously have participated therein, equal to such 140 Lender's CAM Percentage thereof and (v) simultaneously with the deemed exchange of interests pursuant to clause (iv) above, (A) in the case of on the CAM Euro Lenders, the interest in the Exchange Date. All Converted Loans and Funded Ancillary Credit Extensions Converted Acceptances (which shall have been converted into Canadian Revolving Loans denominated in a currency other than Euros to be received in such deemed exchange shall, automatically and with no further action required, be converted into the Euro Equivalent, determined using the Exchange Rate calculated as of such date, of such amount and on and after such date all amounts accruing and owed to the CAM Euro Lenders in respect of such Obligations U.S. Dollars) shall accrue and be payable in Euros at the rates otherwise applicable hereunder and (B) in the case of the CAM Dollar Lenders, the interests in the Loans and Funded Ancillary Credit Extensions to be received in such deemed exchange shall, automatically and with no further action required, be converted into the Dollar Equivalent, determined using the Exchange Rate calculated as of such date, of such amount and on and after such date all amounts accruing and owed to the CAM Dollar Lenders in respect of such Obligation shall accrue and be payable in Dollars bear interest at the rate which would otherwise be applicable hereunderto Base Rate Loans. Each Lender and each Loan Party Borrower hereby consents and agrees to the CAM Exchange, and each Lender agrees that the CAM Exchange shall be binding upon its successors and assigns and any person that acquires a participation in its interests in any Loan or Ancillary Credit ExtensionFacility. Each Loan Party Borrower agrees from time to time to execute and deliver to the Administrative Agent all such promissory notes and other instruments and documents as the Administrative Agent shall reasonably request to evidence and confirm the respective interests of the Lenders after giving effect to the CAM Exchange, and each Lender agrees to surrender any promissory notes originally received by it in connection with its Loans hereunder to the Administrative Agent against delivery of any promissory notes evidencing its interests in the Loans and Funded Ancillary Credit Extensions so executed and delivered; provided, however, that the failure of any Loan Party to execute or deliver or of any Lender to accept any such promissory note, instrument or document shall not affect the validity or effectiveness of the CAM Exchange.