Common use of Interest Rate Determination; Conversion Clause in Contracts

Interest Rate Determination; Conversion. (a) Except to the extent that the Borrower shall request, in a Borrowing Request, in a Conversion Request or in a written election pursuant to Section 3.03, that Loans (or portions thereof) bear interest as Term SOFR Loans, Loans shall bear interest as Base Rate Loans. (b) The Borrower may request, by giving irrevocable notice to the Administrative Agent, which may be given by (A) telephone or (B) a Conversion Request (provided, that, any telephonic notice must be promptly followed by delivery to the Administrative Agent of a Conversion Request), not later than 1:00 P.M. two Business Days prior to the requested Conversion Date, that all or portions of the outstanding Loans, in the aggregate principal amount of $5,000,000 or in integral multiples of $1,000,000 in excess thereof, in the case of Loans being converted to or continued as Term SOFR Loans, and in the aggregate principal amount of $1,000,000 or in integral multiples of $100,000 in excess thereof (or, if the aggregate principal amount of outstanding Loans is less than $1,000,000, then all such lesser amount), in the case of Base Rate Loans, bear interest from and after the Conversion Date as Base Rate Loans or Term SOFR Loans; provided, however, that, during the continuance of any Default or Event of Default that shall have occurred, no Loan (or portion thereof) may be converted into Term SOFR Loans. For the avoidance of doubt, if the Borrower fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be converted to Base Rate Loans. Any such automatic conversion to Base Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Term SOFR Loans. If the Borrower requests a conversion to, or continuation of, Term SOFR Loans in any such Conversion Request, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. Upon receipt, the Administrative Agent forthwith shall give notice to each Lender of the substance of each Conversion Request. Upon payment by the Borrower of the amounts, if any, required by Section 4.03, on the Conversion Date the Loans or portions thereof as to which the Conversion Request was made shall commence to accrue interest in the manner selected by the Borrower therein.

Interest Rate Determination; Conversion. (a) Except to the extent that the Borrower shall request, in a Borrowing Request, in a Conversion Request or in a written election pursuant to Section 3.033.03(a) or (b), that Loans (or portions thereof) bear interest as Term SOFR Loans or Daily Simple SOFR Loans, Loans shall bear interest as Base Rate ABR Loans. (b) The Borrower may request, by giving irrevocable notice a Conversion Request to the Administrative Agent, which may be given by (A) telephone or (B) a Conversion Request (provided, that, any telephonic notice must be promptly followed by delivery to the Administrative Agent of a Conversion Request), not later than 1:00 P.M. two P.M., New York time, on the third U.S. Government Securities Business Days Day prior to the requested Conversion Date, that all or portions of the outstanding Loans, in the aggregate principal amount of $5,000,000 2,500,000 or in integral multiples of $1,000,000 in excess thereof, in the case of Loans being converted to or continued as Term SOFR Loans, and in the aggregate principal amount of $1,000,000 or in integral multiples of $100,000 in excess thereof (or, if the aggregate principal amount of outstanding Loans is less than $1,000,000, then all such lesser amount), in the case of Base Rate ABR Loans, bear interest from and after the Conversion Date as Base Rate Loans ABR Loans, Term SOFR Loans, or Term Daily Simple SOFR Loans; provided, however, that, that during the continuance of any Default or Event of Default that shall have occurred, no Loan (or portion thereof) may be converted into Term SOFR Loans. For the avoidance of doubt, if the Borrower fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be converted to Base Rate Loans. Any such automatic conversion to Base Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Term SOFR Loans. If the Borrower requests a conversion to, or continuation of, Term SOFR Loans in any such Conversion Request, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. Upon receipt, the Administrative Agent forthwith shall give notice to each Lender of the substance of each Conversion Request. Upon payment by the Borrower of the amounts, if any, required by Section 4.03, on the Conversion Date the Loans or portions thereof as to which the Conversion Request was made shall commence to accrue interest in the manner selected by the Borrower therein.

Interest Rate Determination; Conversion. (a) Except to the extent that the Borrower shall request, in a Borrowing Request, in a Conversion Request or in a written election pursuant to Section 3.033.03(a) or (b), that Loans (or portions thereof) bear interest as Term SOFR Loans or Daily Simple SOFR Loans, Loans shall bear interest as Base Rate ABR Loans. (b) The Borrower may request, by giving irrevocable notice a Conversion Request to the Administrative Agent, which may be given by (A) telephone or (B) a Conversion Request (provided, that, any telephonic notice must be promptly followed by delivery to the Administrative Agent of a Conversion Request), not later than 1:00 P.M. two P.M., New York time, on the third U.S. Government Securities Business Days Day prior to the requested Conversion Date, that all or portions of the outstanding Loans, in the aggregate principal amount of $5,000,000 or in integral multiples of $1,000,000 in excess thereof, in the case of Loans being converted to or continued as Term SOFR Loans, and in the aggregate principal amount of $1,000,000 or in integral multiples of $100,000 in excess thereof (or, if the aggregate principal amount of outstanding Loans is less than $1,000,000, then all such lesser amount), in the case of Base Rate ABR Loans, bear interest from and after the Conversion Date as Base Rate Loans ABR Loans, Term SOFR Loans, or Term Daily Simple SOFR Loans; provided, however, that, that during the continuance of any Default or Event of Default that shall have occurred, no Loan (or portion thereof) may be converted into Term SOFR Loans. For the avoidance of doubt, if the Borrower fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be converted to Base Rate Loans. Any such automatic conversion to Base Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Term SOFR Loans. If the Borrower requests a conversion to, or continuation of, Term SOFR Loans in any such Conversion Request, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. Upon receipt, the Administrative Agent forthwith shall give notice to each Lender of the substance of each Conversion Request. Upon payment by the Borrower of the amounts, if any, required by Section 4.03, on the Conversion Date the Loans or portions thereof as to which the Conversion Request was made shall commence to accrue interest in the manner selected by the Borrower therein.

Interest Rate Determination; Conversion. (a) Except to the extent that the Borrower shall request, in a the Borrowing Request, in a Conversion Request or in a written election pursuant to Section 3.033.03(b), that Loans (or portions thereof) bear interest as Term SOFR Loans or Daily Simple SOFR Loans, Loans shall bear interest as Base Rate ABR Loans. (b) The Borrower may request, by giving irrevocable notice a Conversion Request to the Administrative Agent, which may be given by (A) telephone or (B) a Conversion Request (provided, that, any telephonic notice must be promptly followed by delivery to the Administrative Agent of a Conversion Request), not later than 1:00 P.M. two P.M., New York time, on the third U.S. Government Securities Business Days Day prior to the requested Conversion Date, that all or portions of the outstanding Loans, in the aggregate principal amount of $5,000,000 or in integral multiples of $1,000,000 in excess thereof, in the case of Loans being converted to or continued as Term SOFR Loans, and in the aggregate principal amount of $1,000,000 or in integral multiples of $100,000 in excess thereof (or, if the aggregate principal amount of outstanding Loans is less than $1,000,000, then all such lesser amount), in the case of Base Rate ABR Loans, bear interest from and after the Conversion Date as Base Rate Loans ABR Loans, Term SOFR Loans, or Term Daily Simple SOFR Loans; provided, however, that, that during the continuance of any Default or Event of Default that shall have occurred, no Loan (or portion thereof) may be converted into Term SOFR Loans. For the avoidance of doubt, if the Borrower fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be converted to Base Rate Loans. Any such automatic conversion to Base Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Term SOFR Loans. If the Borrower requests a conversion to, or continuation of, Term SOFR Loans in any such Conversion Request, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. Upon receipt, the Administrative Agent forthwith shall give notice to each Lender of the substance of each Conversion Request. Upon payment by the Borrower of the amounts, if any, required by Section 4.03, on the Conversion Date the Loans or portions thereof as to which the Conversion Request was made shall commence to accrue interest in the manner selected by the Borrower therein.

Interest Rate Determination; Conversion. (a) Except to the extent that the Borrower shall request, in a the Borrowing Request, in a Conversion Request or in a written election pursuant to Section 3.033.03(b), that Loans (or portions thereof) bear interest as Term SOFR EurodollarTerm Benchmark Loans or RFR Loans, Loans shall bear interest as Base Rate ABR Loans. (b) The Borrower may request, by giving irrevocable notice a Conversion Request to the Administrative Agent, which may be given by (A) telephone or (B) a Conversion Request (provided, that, any telephonic notice must be promptly followed by delivery to the Administrative Agent of a Conversion Request), not later than 1:00 P.M. two P.M., New York time, on the third Business Days Day prior to the requested Conversion Date, that all or portions of the outstanding Loans, in the aggregate principal amount of $5,000,000 25,000,000 or in integral multiples of $1,000,000 in excess thereof, in the case of Loans being converted to or continued as Term SOFR EurodollarTerm Benchmark Loans, and in the aggregate principal amount of $1,000,000 10,000,000 or in integral multiples of $100,000 in excess thereof (or, if the aggregate principal amount of outstanding Loans is less than $1,000,00010,000,000, then all such lesser amount), in the case of Base Rate ABR Loans or RFR Loans, bear interest from and after the Conversion Date as Base Rate either ABR Loans or Term SOFR EurodollarTerm Benchmark Loans; provided, however, that, that during the continuance of any Default or Event of Default that shall have occurred, no Loan (or portion thereof) may be converted into Term SOFR EurodollarTerm Benchmark Loans. For the avoidance of doubt, if the Borrower fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be converted to Base Rate Loans. Any such automatic conversion to Base Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Term SOFR Loans. If the Borrower requests a conversion to, or continuation of, Term SOFR Loans in any such Conversion Request, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. Upon receipt, the Administrative Agent forthwith shall give notice to each Lender of the substance of each Conversion Request. Upon payment by the Borrower of the amounts, if any, required by Section 4.03, on the Conversion Date the Loans or portions thereof as to which the Conversion Request was made shall commence to accrue interest in the manner selected by the Borrower therein.