Common use of INTEREST PERIODS FOR TERM ADVANCES Clause in Contracts

INTEREST PERIODS FOR TERM ADVANCES. (a) During the Term-Out Period the Borrower may designate that each Lender's Term Advance (or portions thereof) be maintained as a LIBOR Advance or a Base Rate Advance, provided that (i) no portion of the Term Advance of a Lender shall be maintained as a LIBOR Advance if the amount thereof is less than $10,000,000, (ii) there shall be no more than six LIBOR Advances outstanding at any time and (iii) there shall be no more than one LIBOR Advance with a seven day Interest Period outstanding at any time. If the Borrower requests that the Term Advance (or any portion thereof) of a Lender be maintained as a LIBOR Advance, the Borrower shall select the Interest Periods therefor. Such selection will be made by the Borrower in the Request given by it upon exercise of the Term-Out Option and during the Term-Out Period, by a notice received by the Administrative Agent not later than 9:00 a.m. three Business Days before the commencement of each Interest Period. (b) During the Term-Out Period, each Interest Period for the Term Advance (or any portion thereof) of each Lender will commence on the Term-Out Date or the expiry of the immediately preceding applicable Interest Period. (c) Each Interest Period will be of either seven days or one, two, three or six months as so selected under paragraph (a) above subject as provided below, provided that (i) a monthly Interest Period which commences on the last Business Day of a month shall end on the last Business Day of the corresponding month, (ii) if any monthly Interest Period begins on a day for which there is no numerically corresponding day in the last calendar month of such Interest Period, such Interest Period shall end on the last Business Day of such last calendar month, (iii) if any Interest Period would otherwise expire on a day which is not a Business Day, such Interest Period shall expire on the next succeeding Business Day, provided that if any Interest Period would otherwise expire on a day which is not a Business Day but is a day of the month after which no further Business Day occurs in such month, such Interest Period shall expire on the next preceding Business Day and (iv) no Interest Period shall extend beyond the Final Payment Date. (d) The Borrower shall have the option, upon delivery of irrevocable written notice of not less than three Business Days before the last day of an Interest Period of any LIBOR Advance in respect of a Lender's Term Advance (or any portion thereof), (i) to convert such LIBOR Advance to a Base Rate Advance or (ii) to continue such LIBOR Advance as a LIBOR Advance. If the Borrower elects to continue such Advance as a LIBOR Advance pursuant to clause (ii), the Borrower shall select an Interest Period in accordance with paragraph (a) above. (e) If the Borrower fails to select an Interest Period for an outstanding Term Advance (or any portion thereof) that is a LIBOR Advance during the Term-Out Period in accordance with paragraph (a) above, that Interest Period will be one month. (f) The Borrower will ensure that Interest Periods in respect of an Advance or Advances equal to a Repayment Installment shall be selected (and if necessary shortened) so as to expire on a Repayment Date. (g) Subject to the foregoing, the Borrower may subdivide the Term Advance of a Lender into no more than six portions and may consolidate and further subdivide any such portions during the Term-Out Period, provided that no more than six portions are outstanding on any date.

INTEREST PERIODS FOR TERM ADVANCES. (a) During the Term-Out Period the Borrower may designate that each Lender's 4.1 INTEREST PERIODS The period for which a Term Advance is outstanding shall be divided into successive periods each of which (or portions thereofother than the first, which shall begin on the day such Term Advance is made) be maintained as a LIBOR Advance or a Base Rate Advance, provided that (i) no portion shall start on the last day of the Term Advance of a Lender shall be maintained as a LIBOR Advance if the amount thereof is less than $10,000,000, (ii) there shall be no more than six LIBOR Advances outstanding at any time and (iii) there shall be no more than one LIBOR Advance with a seven day Interest Period outstanding at any time. If the Borrower requests that the Term Advance (or any portion thereof) of a Lender be maintained as a LIBOR Advance, the Borrower shall select the Interest Periods therefor. Such selection will be made by the Borrower in the Request given by it upon exercise of the Term-Out Option and during the Term-Out Period, by a notice received by the Administrative Agent not later than 9:00 a.m. three Business Days before the commencement preceding such period. 4.2 DURATION The duration of each Interest Period. (b) During the Term-Out PeriodPeriod shall, each Interest Period for the Term Advance (or any portion thereof) of each Lender will commence on the Term-Out Date or the expiry of the immediately preceding applicable Interest Period. (c) Each Interest Period will save as otherwise provided herein, be of either seven days or one, two, three or six months months, in each case as so selected under paragraph (a) above subject as provided below, provided that (i) a monthly Interest Period the Borrower to which commences on the last Business Day of a month shall end on the last Business Day of the corresponding month, (ii) if any monthly Interest Period begins on a day for which there is no numerically corresponding day in the last calendar month of such Interest Period, such Interest Period shall end on the last Business Day of such last calendar month, (iii) if any Interest Period would otherwise expire on a day which is not a Business Day, such Interest Period shall expire on the next succeeding Business Day, provided that if any Interest Period would otherwise expire on a day which is not a Business Day but is a day of the month after which no further Business Day occurs in such month, such Interest Period shall expire on the next preceding Business Day and (iv) no Interest Period shall extend beyond the Final Payment Date. (d) The Borrower shall have the option, upon delivery of irrevocable written notice of not less than three Business Days before the last day of an Interest Period of any LIBOR Advance in respect of a Lender's Term Advance (or any portion thereof)is made may, (i) in relation to convert such LIBOR an Advance to a Base Rate Advance be used to refinance existing senior or subordinated debt, by not less than one Business Day's prior notice to the Agent or (ii) in relation to continue an Advance to be used in connection with a Permitted Acquisition by at least 10 Business Days' prior notice to the Agent (in each case, such LIBOR Advance as a LIBOR Advance. If notice to be received by 12.00 noon on the Borrower elects to continue such Advance as a LIBOR Advance pursuant to clause (iirelevant Business Day), or such other period as the Borrower shall select an Interest Period in accordance with paragraph (a) above.Banks agree PROVIDED THAT: (e) If the 4.2.1 if such Borrower fails to select give such notice of its selection in relation to an Interest Period for an outstanding Term Advance (or any portion thereof) that is a LIBOR Advance during Period, the Term-Out Period in accordance with paragraph (a) above, duration of that Interest Period will shall, subject to sub-clauses 4.2.2, 4.2.3 and 4.2.4, be one month.; 4.2.2 any Interest Period which begins during or at the same time as any other Interest Period and made under the same Term Facility shall end at the same time as that other Interest Period; 4.2.3 to the extent necessary to ensure at any time Advances (fin an aggregate amount not less than the amount of the next scheduled repayment of principal hereunder) The Borrower will ensure that have Interest Periods in respect of an Advance expiring on the relevant scheduled Term Repayment Date, any Interest Period which would otherwise end during the month preceding, or Advances equal to extend beyond, a Term Repayment Installment Date or Final Maturity Date shall be selected (and if necessary shortened) so as to expire of such duration that it shall end on a that Term Repayment Date or Final Maturity Date.; and (g) Subject 4.2.4 prior to the foregoingSyndication Date, Interest Periods shall be one month (or, if less, such duration necessary to end on the Borrower Syndication Date) or such other period as the Arranger and USPE may subdivide the Term Advance of a Lender into no more than six portions and may consolidate and further subdivide any such portions during the Term-Out Period, provided that no more than six portions are outstanding on any dateagree.

INTEREST PERIODS FOR TERM ADVANCES. (a) During the Term-Out Period the Borrower may designate that each Lender's 4.1 INTEREST PERIODS The period for which a Term Advance is outstanding shall be divided into successive periods each of which (or portions thereofother than the first, which shall begin on the day such Term Advance is made) be maintained as a LIBOR Advance or a Base Rate Advance, provided that (i) no portion shall start on the last day of the Term Advance of a Lender shall be maintained as a LIBOR Advance if the amount thereof is less than $10,000,000, (ii) there shall be no more than six LIBOR Advances outstanding at any time and (iii) there shall be no more than one LIBOR Advance with a seven day Interest Period outstanding at any time. If the Borrower requests that the Term Advance (or any portion thereof) of a Lender be maintained as a LIBOR Advance, the Borrower shall select the Interest Periods therefor. Such selection will be made by the Borrower in the Request given by it upon exercise of the Term-Out Option and during the Term-Out Period, by a notice received by the Administrative Agent not later than 9:00 a.m. three Business Days before the commencement preceding such period. 4.2 DURATION The duration of each Interest Period. (b) During the Term-Out PeriodPeriod shall, each Interest Period for the Term Advance (or any portion thereof) of each Lender will commence on the Term-Out Date or the expiry of the immediately preceding applicable Interest Period. (c) Each Interest Period will save as otherwise provided herein, be of either seven days or one, two, three or six months or such other period as so selected under paragraph (a) above the Term Banks agree, in each case as the relevant Borrower may by not less than 4 Business Days' prior notice to the Facility Agent by 12.00 noon on the relevant Business Day select, PROVIDED THAT: 4.2.1 if such Borrower fails to give such notice of its selection in relation to an Interest Period, the duration of that Interest Period shall, subject as provided to sub-clauses 4.2.2, 4.2.3 and 4.2.4 below, provided that (i) a monthly be one month; 4.2.2 any Interest Period which commences begins during or at the same time as any other Interest Period and relates to Term Advances denominated in the same currency and made under the same Term Facility shall end at the same time as that other Interest Period; 4.2.3 to the extent necessary to ensure at any time Advances (in an aggregate amount not less than the amount of the next scheduled repayment of principal hereunder) have Interest Periods expiring on the last Business Day relevant scheduled repayment date, any Interest Period which would otherwise end during the month preceding, or extend beyond, a Term Repayment Date shall be of a month such duration that it shall end on that Term Repayment Date; and 4.2.4 prior to the last Business Day of the corresponding monthSyndication Date Interest Periods shall be one month (or, (ii) if any monthly Interest Period begins on a day for which there is no numerically corresponding day in the last calendar month of such Interest Periodless, such Interest Period shall duration necessary to end on the last Business Day of Syndication Date) or such last calendar month, (iii) if any Interest Period would otherwise expire on a day which is not a Business Day, such Interest Period shall expire on other period as the next succeeding Business Day, provided that if any Interest Period would otherwise expire on a day which is not a Business Day but is a day of the month after which no further Business Day occurs in such month, such Interest Period shall expire on the next preceding Business Day and (iv) no Interest Period shall extend beyond the Final Payment Date. (d) The Borrower shall have the option, upon delivery of irrevocable written notice of not less than three Business Days before the last day of an Interest Period of any LIBOR Advance in respect of a Lender's Term Advance (or any portion thereof), (i) to convert such LIBOR Advance to a Base Rate Advance or (ii) to continue such LIBOR Advance as a LIBOR Advance. If the Borrower elects to continue such Advance as a LIBOR Advance pursuant to clause (ii)Arranger, the Borrower shall select an Interest Period in accordance with paragraph (a) above. (e) If Facility Agent and the Borrower fails to select an Interest Period for an outstanding Term Advance (or any portion thereof) that is a LIBOR Advance during the Term-Out Period in accordance with paragraph (a) above, that Interest Period will be one month. (f) The Borrower will ensure that Interest Periods in respect of an Advance or Advances equal to a Repayment Installment shall be selected (and if necessary shortened) so as to expire on a Repayment Date. (g) Subject to the foregoing, the relevant Borrower may subdivide the Term Advance of a Lender into no more than six portions and may consolidate and further subdivide any such portions during the Term-Out Period, provided that no more than six portions are outstanding on any dateagree.