Common use of LIBOR Loan Interest Periods Clause in Contracts

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower for the LIBOR Loans comprising all or part of a Borrowing shall be one, two, three or six months (or, if all Appropriate Lenders agree, nine or 12 months); provided, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any Interest Period which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of a calendar month; and (C) no Interest Period for all or part of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall end after the Termination Date for the applicable Commitment. Notwithstanding the foregoing, the Borrower shall not select any LIBOR Loans until the syndication of the Facilities shall have been completed as separately agreed by and between the Lead Arranger and the Borrower. (ii) The Borrower shall notify the Administrative Agent by an irrevocable written notice in the form of Exhibit C, duly executed by an Officer of the Borrower and appropriately completed (a “Notice of Interest Period Selection”), not later than 11:00 a.m. at least three Business Days prior to the last day of each Interest Period for LIBOR Loans comprising all or part of a Borrowing, of the Interest Period selected by the Borrower for the next succeeding Interest Period for such LIBOR Loans; provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Interest Period Selection shall be given by first-class mail or facsimile or e-mail transmission to the Administrative Agent at the facsimile number, e-mail address, and/or address and during the hours specified in Schedule IV; provided, however, that the Borrower shall, if requested by the Administrative Agent, promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Interest Period Selection initially delivered by facsimile or e-mail transmission. If (A) the Borrower fails to notify the Administrative Agent of the next Interest Period for any LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(h) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR Loan, such LIBOR Loan(s) shall automatically convert to Base Rate Loan(s) at the end of the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify each Appropriate Lender of the contents of each Notice of Interest Period Selection.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower for the a LIBOR Loans comprising all or part of a Borrowing Loan shall be oneone (1) week, twotwo (2) weeks, one (1) month, two (2) months, three (3) months or six months (or6) months; PROVIDED, if all Appropriate Lenders agree, nine or 12 months); provided, howeverHOWEVER, that (A) any Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any Interest Period (other than a one-week or two-week Interest Period) which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of a calendar month; and (C) no such Interest Period for all or part of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall end after the Termination Date for the applicable Commitment. Notwithstanding the foregoing, the Borrower shall not select any LIBOR Loans until the syndication of the Facilities shall have been completed as separately agreed by and between the Lead Arranger and the BorrowerMaturity Date. (ii) The Borrower shall notify the Administrative Agent by an irrevocable written notice in the form of Exhibit EXHIBIT C, duly executed by an Officer of the Borrower and appropriately completed (a “Notice of Interest Period Selection”"NOTICE OF INTEREST PERIOD SELECTION"), not later than 11:00 a.m. at least three (3) Business Days prior to the last day of each Interest Period for LIBOR Loans comprising all or part of a Borrowing, of the Interest Period selected by the Borrower for the next succeeding Interest Period for such LIBOR Loans; provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Interest Period Selection shall be given by first-class mail or facsimile or e-mail transmission to the Administrative Agent at office or the facsimile number, e-mail address, and/or address number and during the hours specified in Schedule IVPARAGRAPH 8.01; providedPROVIDED, howeverHOWEVER, that the Borrower shall, if requested by the Administrative Agent, shall promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Interest Period Selection initially delivered by facsimile or e-mail transmissionfacsimile. If (A) the Borrower fails to notify the Administrative Agent of the next Interest Period for any LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(h) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR LoanSUBPARAGRAPH 2.01(e), such LIBOR Loan(s) Loans shall automatically convert to Base Rate Loan(s) at the end of Loans on the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify each Appropriate Lender of the contents of each Notice of Interest Period Selection.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower LSI for the a U.S. Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing shall be oneone (1), twotwo (2), three (3) or six months (or, if all Appropriate Lenders agree, nine or 12 6) months); provided, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any Interest Period which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of a calendar month; and (C) with respect to any U.S. 364 Day Borrowing, no Interest Period for all or part of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall end after the U.S. 364 Day Termination Date; and (D) with respect to any U.S. Revolving Borrowing, no Interest Period shall end after a Scheduled Reduction Date for the applicable Commitment. Notwithstanding the foregoingunless, after giving effect to such Interest Period, the Borrower shall not select any aggregate principal amount of all U.S. Revolving Borrowings consisting of Base Rate Loans and LIBOR Loans until having Interest Periods ending on or prior to such Scheduled Reduction Date equals or exceeds the syndication amount of the Facilities Total U.S. Revolving Commitment on such Scheduled Reduction Date, and no Interest Period shall have been completed as separately agreed by and between end after the Lead Arranger and the BorrowerRevolving Termination Date. (ii) The Borrower LSI shall notify the Administrative Agent by an irrevocable written notice in the form of Exhibit C, duly executed by an Officer of the Borrower and appropriately completed (a “"Notice of U.S. Borrowing Interest Period Selection”"), not later than 11:00 a.m. at least three (3) Business Days prior to the last day of each Interest Period for a U.S. Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing, of the Interest Period selected by the Borrower LSI for the next succeeding Interest Period for such LIBOR Loans; provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of U.S. Borrowing Interest Period Selection shall be given to Agent by first-class mail or facsimile or e-mail transmission to the Administrative Agent at office or the facsimile number, e-mail address, and/or address number and during the hours specified in Schedule IVParagraph 8.01; provided, however, that the Borrower shall, if requested by the Administrative Agent, LSI shall promptly deliver to the Administrative Agent by first-class mail the original of any Notice of U.S. Borrowing Interest Period Selection initially delivered by facsimile or e-mail transmissionfacsimile. If (A) the Borrower LSI fails to notify the Administrative Agent of the next Interest Period for any a U.S. Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(h) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR LoanSubparagraph 2.01(f), such LIBOR Loan(s) Loans shall automatically convert to Base Rate Loan(s) at the end of Loans on the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify each Appropriate Lender of the contents of each Notice of Interest Period Selection.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower for the a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing shall be oneone (1), twotwo (2), three (3), or six months (or, if all Appropriate Lenders agree, nine or 12 6) months); provided, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any Interest Period which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of a calendar month; and (C) no Interest Period for all or part of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall end after the Termination Date Maturity Date; and (D) no LIBOR Loan shall be made or continued for an additional Interest Period after the applicable Commitment. Notwithstanding occurrence and during the foregoing, the Borrower shall not select any LIBOR Loans until the syndication continuance of the Facilities shall have been completed as separately agreed by and between the Lead Arranger and the Borroweran Event of Default. (ii) The Borrower shall notify the Administrative Agent by an irrevocable written notice substantially in the form of Exhibit C, duly executed by an Officer of the Borrower and appropriately completed C (a “Notice of Interest Period Selection”), duly executed by a Responsible Officer of the Borrower and appropriately completed (or shall notify the Administrative Agent by telephone, to be promptly confirmed by the delivery to the Administrative Agent of a signed Notice of Interest Period Selection, which may be delivered by facsimile), not later than 11:00 a.m. at least three (3) Business Days prior to the last day of each Interest Period for LIBOR Loans comprising all or part a Revolving Loan Borrowing consisting of a Borrowing, of the Interest Period selected by the Borrower for the next succeeding Interest Period for such LIBOR Loans; provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Interest Period Selection shall be given by first-class mail or facsimile or e-mail transmission to the Administrative Agent at office or the facsimile number, e-mail address, and/or address number and during the hours specified in Schedule IVSection 8.01; provided, however, that the Borrower shall, if requested by the Administrative Agent, shall promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Interest Period Selection initially delivered by facsimile or e-mail transmissionfacsimile. If (A) the Borrower fails shall fail to notify the Administrative Agent of the next Interest Period for any a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(h2.01(e) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR Loan, such LIBOR Loan(s) shall automatically convert to Base Rate Loan(s) at the end of on the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify each Appropriate Lender of the contents of each Notice of Interest Period SelectionSelection for the Revolving Loans.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower Borrowers for the a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing shall be oneone (1), twotwo (2), three (3), or six months (or, if all Appropriate Lenders agree, nine or 12 6) months); provided, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any Interest Period which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of a calendar month; and (C) no Interest Period for all or part of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall end after the Termination Date Maturity Date; and (D) no LIBOR Loan shall be made or continued for an additional Interest Period after the applicable Commitment. Notwithstanding occurrence and during the foregoing, the Borrower shall not select any LIBOR Loans until the syndication continuance of the Facilities shall have been completed as separately agreed by and between the Lead Arranger and the Borroweran Event of Default. (ii) The Borrower Borrowers shall notify the Administrative Agent of the Borrowers’ selection for a new Interest Period for a Revolving Loan Borrowing by an irrevocable written notice substantially in the form of Exhibit C, duly executed by an Officer of the Borrower and appropriately completed C (a “Notice of Interest Period Selection”), duly executed by a Responsible Officer of the Borrowers and appropriately completed (or shall notify the Administrative Agent by telephone, to be promptly confirmed by the delivery to the Administrative Agent of a signed Notice of Interest Period Selection, which may be delivered by facsimile, e-mail or other web-based communication), not later than 11:00 a.m. 1:00 p.m. at least three (3) Business Days prior to the last day of each Interest Period for LIBOR Loans comprising all or part a Revolving Loan Borrowing consisting of a Borrowing, of the Interest Period selected by the Borrower for the next succeeding Interest Period for such LIBOR Loans; provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Interest Period Selection shall be given by first-class mail or facsimile or e-mail transmission to the Administrative Agent at the facsimile numbermail, facsimile, e-mail address, and/or address or other web-based communication to the office or the facsimile number and during the hours specified in Schedule IVSection 8.01; provided, however, that the Borrower shall, if requested by the Administrative Agent, Borrowers shall promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Interest Period Selection initially delivered by facsimile or e-mail transmissionfacsimile. If (A) the Borrower fails Borrowers shall fail to notify the Administrative Agent of the next Interest Period for any a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(h2.01(f) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR Loan, such LIBOR Loan(s) shall automatically convert to Base Rate Loan(s) at the end of on the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify each Appropriate Lender of the contents of each Notice of Interest Period SelectionSelection for the Revolving Loans.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower for the a LIBOR Loans comprising all or part of a Borrowing Loan shall be oneone (1), twotwo (2), three (3) or six months (or, if all Appropriate Lenders agree, nine or 12 6) months); provided, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any Interest Period which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of a calendar month; and (C) no such Interest Period for all or part of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall end after the Termination Date for the applicable Commitment. Notwithstanding the foregoing, the Borrower shall not select any LIBOR Loans until the syndication of the Facilities shall have been completed as separately agreed by and between the Lead Arranger and the BorrowerMaturity Date. (ii) The Borrower shall notify the Administrative Agent by an irrevocable written notice in the form of Exhibit C, duly executed by an Officer of the Borrower and appropriately completed (a “"Notice of Interest Period Selection”"), not later than 11:00 a.m. at least three (3) Business Days prior to the last day of each Interest Period for LIBOR Loans comprising all or part of a Borrowing, of the Interest Period selected by the Borrower for the next succeeding Interest Period for such LIBOR Loans; provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Interest Period Selection shall be given by first-class mail or facsimile or e-mail transmission to the Administrative Agent at office or the facsimile number, e-mail address, and/or address number and during the hours specified in Schedule IVParagraph 8.01; provided, however, that the Borrower shall, if requested by the Administrative Agent, shall promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Interest Period Selection initially delivered by facsimile or e-mail transmissionfacsimile. If (A) the Borrower fails to notify the Administrative Agent of the next Interest Period for any LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(h) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR LoanSubparagraph 2.01(e), such LIBOR Loan(s) Loans shall automatically convert to Base Rate Loan(s) at the end of Loans on the last day of the current Interest Period therefor. The Administrative Agent shall promptly (but in any event no later than 5:00 p.m., San Francisco time, on the Business Day Agent receives such notice under Paragraph 8.01) notify each Appropriate Lender of the contents of each Notice of Interest Period Selection.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower Borrowers for the a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing shall be oneone (1), twotwo (2), three (3) or six months (or, if all Appropriate Lenders agree, nine or 12 6) months); provided, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any Interest Period which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of a calendar month; and (C) no Interest Period for all or part of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall end after the Termination Date Revolving Loan Maturity Date; and (D) no LIBOR Loan shall be continued for an additional Interest Period after the applicable Commitment. Notwithstanding occurrence and during the foregoing, the Borrower shall not select any LIBOR Loans until the syndication continuance of the Facilities shall have been completed as separately agreed by and between the Lead Arranger and the Borroweran Event of Default. (ii) The Borrower Borrowers shall notify the Administrative Agent by an irrevocable written notice (which may be delivered by facsimile) substantially in the form of Exhibit C, duly executed by an Officer of the Borrower and appropriately completed C (a “Notice of Revolving Loan Interest Period Selection”), duly executed by a Responsible Officer of the Borrowing Agent and appropriately completed not later than 11:00 9:00 a.m. at least three (3) Business Days prior to the last day of each Interest Period for a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing, of the Interest Period selected by the Borrower Borrowers for the next succeeding Interest Period for such LIBOR Loans; provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Revolving Loan Interest Period Selection shall be given by first-class mail or facsimile or e-mail transmission to the Administrative Agent at office or the facsimile number, e-mail address, and/or address number and during the hours specified in Schedule IV; provided, however, that the Borrower shall, if requested by the Administrative Agent, promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Interest Period Selection initially delivered by facsimile or e-mail transmissionSection 8.01. If (A) the Borrower fails Borrowers fail to notify the Administrative Agent of the next Interest Period for any a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(h2.01(e) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR Loan, such LIBOR Loan(s) shall automatically convert to Base Rate Loan(s) at the end of on the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify each Appropriate Lender of the contents of each Notice of Revolving Loan Interest Period Selection.

LIBOR Loan Interest Periods. (i) The initial and Subject to Section 2.1.2(a), each subsequent Interest Period selected by the Borrower for the LIBOR Loans comprising all or part of a Borrowing shall be onetwelve months. Notwithstanding anything to the contrary in the preceding sentence, two, three or six months (or, if all Appropriate Lenders agree, nine or 12 months); provided, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Banking Day shall be extended to the next succeeding Business Banking Day unless such next Business Banking Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Banking Day; (B) any Interest Period which begins on the last Business Banking Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Banking Day of a calendar month; and (C) no any Interest Period for all or part of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall which would otherwise end after the Termination Maturity Date for shall end on the applicable Commitment. Notwithstanding the foregoing, the Borrower shall not select any LIBOR Loans until the syndication of the Facilities shall have been completed as separately agreed by and between the Lead Arranger and the BorrowerMaturity Date. (ii) The Borrower may contact Administrative Agent at any time prior to the end of an Interest Period for a quotation of Interest Rates in effect at such time for given Interest Periods and Administrative Agent shall promptly provide such quotation. Borrower may select an Interest Period telephonically or by electronic mail within the time periods specified in Section 2.1.5, which selection shall be irrevocable on and after commencement of the applicable Minimum Notice Period. Borrower shall notify the confirm such telephonic or electronic mail notice to Administrative Agent by an irrevocable facsimile on the day such notice is given by delivery to Administrative Agent of a written notice in substantially the form of Exhibit CC-2, duly executed by an Officer of the Borrower and appropriately completed (a “Notice "Confirmation of Interest Period Selection”"), not later than 11:00 a.m. at least three Business Days prior to the last day of each Interest Period for LIBOR Loans comprising all or part of a Borrowing, of the Interest Period selected by the Borrower for the next succeeding Interest Period for such LIBOR Loans; provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Interest Period Selection shall be given by first-class mail or facsimile or e-mail transmission to the Administrative Agent at the facsimile number, e-mail address, and/or address and during the hours specified in Schedule IV; provided, however, that the Borrower shall, if requested by the Administrative Agent, promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Interest Period Selection initially delivered by facsimile or e-mail transmission. If (A) the Borrower fails to notify the Administrative Agent of the next Interest Period for any LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(h2.1.2(c)(ii) or (B) an Event of Default has occurred and is continuing on the last date of then, subject to Section 2.1.2(a), such Loans shall automatically be renewed as LIBOR Loans with an Interest Period for any LIBOR Loan, such LIBOR Loan(s) shall automatically convert to Base Rate Loan(s) at the end of twelve months on the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify each Appropriate Lender as soon as practicable (and, in any case, within two Banking Days after delivery of the contents of each Notice Confirmation of Interest Period Selection) notify Borrower of each determination of the Interest Rate applicable to each Loan.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower for the LIBOR Loans comprising all or part of a Borrowing shall be one, two, three or six months (or, if all Appropriate Lenders agree, nine or 12 months); provided, however, that (A) any Any Interest Period which would otherwise end on a day which is not a Business Banking Day shall be extended to the next succeeding Business Banking Day unless such next Business Banking Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Banking Day; , (B) any Interest Period which begins on the last Business Banking Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Banking Day of a calendar month; and , (C) no any Interest Period for all or part of the Loans comprising a Revolving any Loan Borrowing or a Term Loan Borrowing, as applicable, shall which would otherwise end after the Termination Final Maturity Date for shall end on the applicable Commitment. Notwithstanding the foregoingFinal Maturity Date, the Borrower shall not select any (D) LIBOR Loans until for each Interest Period shall be in the syndication minimum amount of the Facilities shall $250,000, and (E) Borrower may not at any time have been completed as separately agreed by and between the Lead Arranger and the Borroweroutstanding more than six different Interest Periods relating to LIBOR Loans. (ii) The Borrower shall notify the may contact Administrative Agent by an irrevocable written notice in the form of Exhibit C, duly executed by an Officer of the Borrower and appropriately completed (a “Notice of Interest Period Selection”), not later than 11:00 a.m. at least three Business Days any time prior to the last day end of each an Interest Period for LIBOR Loans comprising all or part of a Borrowing, of the Interest Period selected by the Borrower for the next succeeding Interest Period for such LIBOR Loans; provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice quotation of Interest Period Selection shall be given by first-class mail or facsimile or e-mail transmission to the Rates in effect at such time, and Administrative Agent at the facsimile number, e-mail address, and/or address and during the hours specified in Schedule IV; provided, however, that the Borrower shall, if requested by the Administrative Agent, shall promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Interest Period Selection initially delivered by facsimile or e-mail transmissionprovide such quotation. If (A) the Borrower fails to notify the Administrative Agent of the next Interest Period for any LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(h2.1.2(c), such Loans shall automatically (x) continue as LIBOR Loans on the last day of the current Interest Period therefor or (By) if an Event of Default has occurred and is continuing on the last date and a Lender has elected not to provide LIBOR Loans during such Event of an Interest Period for any LIBOR LoanDefault, such LIBOR Loan(s) shall automatically convert to a Base Rate Loan(s) at the end of Loan on the last day of the current Interest Period therefor. The Administrative Agent shall promptly as soon as practicable notify Borrower of each Appropriate Lender determination of the contents of Interest Rate applicable to each Notice of Interest Period SelectionLoan.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower for the a LIBOR Loans comprising all or part of a Borrowing Loan shall be oneone (1), twotwo (2), three or (3), four (4), five (5), six months (or, if all Appropriate Lenders agree6), nine (9) or 12 months)twelve (12) months as Borrower may specify; provided, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any Interest Period which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of a calendar month; and (C) no Interest Period for all or part any Borrowing shall end after a Commitment Reduction Date, if, as a result of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowingselection of such Interest Period, the Outstanding Facilities Credit as applicable, of such Commitment Reduction Date shall exceed the Total Commitment as of such Commitment Reduction Date; and (D) no Interest Period shall end after the Termination Date for the applicable Commitment. Notwithstanding the foregoing, the Borrower shall not select any LIBOR Loans until the syndication of the Facilities shall have been completed as separately agreed by and between the Lead Arranger and the BorrowerMaturity Date. (ii) The Borrower shall notify the Administrative Agent by an irrevocable written notice in the form of Exhibit C, duly executed by an Officer of the Borrower and appropriately completed (a “"Notice of Interest Period Selection”"), not later than 11:00 a.m. at least three (3) Business Days prior to the last day of each Interest Period for LIBOR Loans comprising all or part of a Borrowing, of the Interest Period selected by the Borrower for the next succeeding Interest Period for such LIBOR Loans; provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Interest Period Selection shall be given by first-class mail or facsimile or e-mail transmission to the Administrative Agent at office or the facsimile number, e-mail address, and/or address number and during the hours specified in Schedule IVParagraph 8.01; provided, however, that the Borrower shall, if requested by the Administrative Agent, shall promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Interest Period Selection initially delivered by facsimile or e-mail transmissionfacsimile. If (A) the Borrower fails to notify the Administrative Agent of the next Interest Period for any LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(h) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR LoanSubparagraph 2.01(e), such LIBOR Loan(s) Loans shall automatically convert to Base Rate Loan(s) at the end of Loans on the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify each Appropriate Lender of the contents of each Notice of Interest Period Selection.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower for the a Revolving Loan Borrowing consisting of LIBOR Loans comprising all Loans, or part a LIBOR Portion of a Borrowing Term Loan Borrowing, as applicable, shall be oneone (1), twotwo (2), three (3) or six months (or, if all Appropriate Lenders agree, nine or 12 6) months); provided, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any Interest Period which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of a calendar month; and (C) no Interest Period for all or part of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall end after the Termination Maturity Date for the applicable Commitment. Notwithstanding Loan; (D) no LIBOR Loan or LIBOR Portion shall be made or continued for an additional Interest Period after the foregoingoccurrence and during the continuance of an Event of Default (unless otherwise consented to by the Required Lenders); and (E) no Interest Period for any LIBOR Portion of a Term Loan Borrowing shall end after a Term Loan Installment Date unless, after giving effect to such Interest Period, the Borrower shall not select any LIBOR Loans until the syndication aggregate principal amount of the Facilities shall have been completed as separately agreed by Base Rate Portion and between all LIBOR Portions of such Term Loan Borrowing having Interest Periods ending on or prior to such Term Loan Installment Date equals or exceeds the Lead Arranger and the Borrowerprincipal payment on such Term Loan Borrowing due on such Term Loan Installment Date. (ii) The Borrower shall notify the Administrative Agent of the Borrower’s selection of a new Interest Period for a Revolving Loan Borrowing consisting of LIBOR Loans or a LIBOR Portion of a Term Loan Borrowing, as applicable, by an irrevocable written notice substantially in the form of Exhibit C, duly executed by an Officer of the Borrower and appropriately completed C (a “Notice of Interest Period Selection”), duly executed by a Responsible Officer of the Borrower and appropriately completed, not later than 11:00 a.m. at least three (3) Business Days prior to the last day of each Interest Period for (x) a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part (y) a LIBOR Portion of a Term Loan Borrowing, as applicable, of the Interest Period selected by the Borrower for the next succeeding Interest Period for such LIBOR LoansLoans or LIBOR Portion; provided, however, that no LIBOR Loan or LIBOR Portion shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Interest Period Selection shall be given by first-class mail or facsimile or by e-mail transmission containing a PDF of such signed and completed Notice of Interest Period Selection to the Administrative Agent at the office or to the facsimile number, number or e-mail address, and/or address and during the hours specified in Schedule IVSection 8.01; provided, however, that the Borrower shallthat, if requested by the Administrative Agent, the Borrower shall promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Interest Period Selection initially delivered by facsimile or e-mail transmissionmail. If (A) the Borrower fails shall fail to notify the Administrative Agent of the next Interest Period for any a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part a LIBOR Portion of a Borrowing Term Loan Borrowing, as applicable, in accordance with this Section 2.01(h2.01(f) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR LoanLoan or LIBOR Portion, such LIBOR Loan(s) and LIBOR Portion(s) shall automatically convert to Base Rate Loan(s) at the end of and Base Rate Portion(s), as applicable, on the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify (x) each Appropriate Revolving Lender of the contents of each Notice of Interest Period SelectionSelection for the Revolving Loans and (y) each Term Lender of the contents of each Notice of Interest Period Selection for a Term Loan Borrowing and Portions thereof.

LIBOR Loan Interest Periods. (i) The initial and In connection with each subsequent LIBOR Loan (other than a CP Conduit Funded LIBOR Construction Loan), Borrower may, pursuant to the applicable Notice of Borrowing or Notice of Conversion of Loan Type, as the case may be, select an Interest Period selected by the Borrower for the to be applicable to such LIBOR Loans comprising all or part of a Borrowing Loan, which Interest Period shall be one, two, three or three, six months (or, if available to all Appropriate Lenders agreeBanks and Related Banks and made available by Administrative Agent, nine or 12 months); provided. Notwithstanding anything to the contrary in this Agreement, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Banking Day shall be extended to the next succeeding Business Banking Day unless such next Business Banking Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Banking Day; (B) any Interest Period which begins on the last Business Banking Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Banking Day of a calendar month; and (C) Borrower may not select Interest Periods which would leave a greater principal amount of Loans subject to Interest Periods ending after a date upon which Loans are or may be required to be repaid than the principal amount of Loans scheduled to be outstanding after such date; (D) no Interest Period for all or part with respect to any portion of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall end after extend beyond the Termination Date for the applicable Commitment. Notwithstanding the foregoing, the Borrower shall not select any Final Maturity Date; (E) LIBOR Loans until the syndication of the Facilities shall have been completed as separately agreed by and between the Lead Arranger and the Borrower. (ii) The Borrower shall notify the Administrative Agent by an irrevocable written notice in the form of Exhibit C, duly executed by an Officer of the Borrower and appropriately completed (a “Notice of Interest Period Selection”), not later than 11:00 a.m. at least three Business Days prior to the last day of for each Interest Period for LIBOR Loans comprising all or part shall be in the amount of a Borrowing, of the at least $1,000,000; (F) Borrower may not at any time have outstanding more than ten different Interest Period selected by the Borrower for the next succeeding Interest Period for such Periods relating to LIBOR Loans; provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Interest Period Selection shall be given by first-class mail or facsimile or e-mail transmission to the Administrative Agent at the facsimile number, e-mail address, and/or address and during the hours specified in Schedule IV; provided, however, that the Borrower shall, (G) if requested by the Administrative Agent, promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Interest Period Selection initially delivered by facsimile or e-mail transmission. If (A) the Borrower fails to notify the Administrative Agent of the next Interest Period for any LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(h) or (B) an Event of Default has occurred and is continuing on the last date of specify an Interest Period for any LIBOR Loan in accordance with the terms of this Agreement, (1) in the case of a new requested Loan (other than a CP Conduit Construction Loan), Borrower shall be deemed to have specified such Loans as Base Rate Loans in the applicable Notice of Borrowing, (2) in the case of a new requested CP Conduit Construction Loan, such Loans shall be funded as CP Conduit Funded LIBOR Loan(sConstruction Loans, and (3) in the case of outstanding Loans (other than a CP Conduit Funded LIBOR Construction Loan), such Loans shall automatically convert to Base Rate Loan(s) at the end of Loans on the last day of the current Interest Period therefor. The ; (H) for the period from and after the Closing Date to and including the date which is six months after the Closing Date, Borrower may only select a one month Interest Period with respect to any LIBOR Loan other than a CP Conduit Funded LIBOR Construction Loan; and (I) all CP Conduit Funded LIBOR Construction Loans shall have an initial Interest Period of one month or less, commencing on the date such CP Conduit Funded Construction Loan is made and ending in each case on the next occurring day that is a fifth Banking Day of a calendar month, and thereafter shall have an Interest Period as determined in accordance with the provisions of Section 2.1.7(b)(i). (ii) Borrower may contact Administrative Agent at any time prior to the end of an Interest Period for a quotation of interest rates in effect at such time for given Interest Periods and Administrative Agent shall promptly notify each Appropriate Lender provide such quotation. Borrower may select an Interest Period telephonically within the time periods specified in Section 2.1.7, which selection shall be irrevocable on and after the applicable Minimum Notice Period. Borrower shall confirm such telephonic notice to Administrative Agent by delivering to Administrative Agent by facsimile on the day such notice is given a written notice in substantially the form of the contents of each Notice Exhibit C-3 hereto (a "Confirmation of Interest Period Selection"). Borrower shall promptly deliver to Administrative Agent the original of the Confirmation of Interest Period Selection initially delivered by facsimile. Administrative Agent shall as soon as practicable (and, in any case, within two Banking Days after delivery of the Confirmation of Interest Period Selection) notify Borrower of each determination of the interest rate applicable to each Loan.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower for the a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing shall be one, twoone (1), three (3), or six months (or, if all Appropriate Lenders agree, nine or 12 6) months); provided, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any Interest Period which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of a calendar month; and (C) no Interest Period for all or part of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall end after the Termination Date Maturity Date; and (D) no LIBOR Loan shall be made or continued for an additional Interest Period after the applicable Commitment. Notwithstanding occurrence and during the foregoing, the Borrower shall not select any LIBOR Loans until the syndication continuance of the Facilities shall have been completed as separately agreed by and between the Lead Arranger and the Borroweran Event of Default. (ii) The Borrower shall notify the Administrative Agent of the Borrower's selection of a new Interest Period for a Revolving Loan Borrowing consisting of LIBOR Loans by an irrevocable written notice substantially in the form of Exhibit C, duly executed by an Officer of the Borrower and appropriately completed C (a “Notice of Interest Period Selection”), duly executed by a Responsible Officer of the Borrower and appropriately completed (or shall notify the Administrative Agent by telephone, to be promptly confirmed by the delivery to the Administrative Agent of a signed Notice of Interest Period Selection, which may be delivered by facsimile or e-mail), not later than (A) 11:00 a.m. at least four (4) Business days (for each Committed Currency Revolving Loan) and (B) 10:00 a.m. at least three (3) Business Days prior to the last day of each Interest Period for a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing, of the Interest Period selected by the Borrower for the next succeeding Interest Period for such LIBOR Loans; provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Interest Period Selection shall be given by first-class mail or facsimile or by e-mail transmission containing a PDF of such signed and completed Notice of Interest Period Selection to the Administrative Agent at office or the facsimile number, number or e-mail address, and/or address and during the hours specified in Schedule IVSection 8.01; provided, however, that the Borrower shallthat, if requested by the Administrative Agent, the Borrower shall promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Interest Period Selection initially delivered by facsimile or e-mail transmissionmail. If (A) the Borrower fails shall fail to notify the Administrative Agent of the next Interest Period for any a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(h2.01(g) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR Loan, (1) the Borrower shall repay the principal amount of and accrued interest on each such LIBOR Loan that is a Committed Currency Revolving Loan on the last day of the current Interest Period therefor or, if not repaid on such day, such Committed Currency Revolving Loan shall be automatically converted to a Base Rate Loan and redenominated in the Equivalent amount of Dollars and (2) such other LIBOR Loan(s) shall automatically convert to Base Rate Loan(s) at the end of in Dollars on the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify each Appropriate Revolving Lender of the contents of each Notice of Interest Period SelectionSelection for the Revolving Loans.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Each Interest Period selected by the Borrower for the all LIBOR Loans comprising all or part of a Borrowing shall be one, two, three or six months (ormonths. Notwithstanding anything to the contrary in the preceding sentence, if all Appropriate Lenders agree, nine or 12 months); provided, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Banking Day shall be extended to the next succeeding Business Banking Day unless such next Business Banking Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Banking Day; , (B) any Interest Period which begins on the last Business Banking Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Banking Day of a calendar month; and , (C) no Borrower may not select Interest Periods which would leave a greater principal amount of Loans subject to Interest Periods ending after a date upon which Loans are or may be required to be repaid (including the Maturity Date and each Principal Repayment Date) than the principal amount of Loans scheduled to be outstanding after such date, (D) any Interest Period for all or part of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall which would otherwise end after the Termination Maturity Date shall end on the Maturity Date, (E) LIBOR Loans for each Interest Period shall be in the applicable Commitment. Notwithstanding the foregoingminimum amount of $500,000 or an integral multiple of $100,000 in excess thereof, the (F) Borrower may not at any time have outstanding more than six different Interest Periods relating to LIBOR Loans, and (G) Borrower shall not select any LIBOR Types and Interest Periods for Term Loans until corresponding to the syndication of “types” and “interest periods” used for floating rate payments in the Facilities shall have been completed Interest Rate Agreements so as separately agreed by to create, to the greatest extent possible and between the Lead Arranger and the Borrowersubject to Section 5.18.1, a complete hedge. (ii) The Borrower may contact Administrative Agent at any time prior to the end of an Interest Period for a quotation of Interest Rates in effect at such time for given Interest Periods, and Administrative Agent shall promptly provide such quotation. Subject to Section 2.1.2(c)(i), Borrower may select an Interest Period telephonically within the time periods specified in Section 2.1.5, which selection shall be irrevocable on and after commencement of the applicable Minimum Notice Period. Borrower shall notify the confirm such telephonic notice to Administrative Agent by an irrevocable written hand delivery or facsimile or other electronic transmission on the day such notice is given by delivery to Administrative Agent of a notice in substantially the form of Exhibit CC-4, duly executed by an Officer of the Borrower and appropriately completed (a “Notice Confirmation of Interest Period Selection”), not later than 11:00 a.m. at least three Business Days prior to the last day of each Interest Period for LIBOR Loans comprising all or part of a Borrowing, of the Interest Period selected by the Borrower for the next succeeding Interest Period for such LIBOR Loans; provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Interest Period Selection shall be given by first-class mail or facsimile or e-mail transmission to the Administrative Agent at the facsimile number, e-mail address, and/or address and during the hours specified in Schedule IV; provided, however, that the Borrower shall, if requested by the Administrative Agent, promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Interest Period Selection initially delivered by facsimile or e-mail transmission. If (A) the Borrower fails to notify the Administrative Agent of the next Interest Period for any LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(h) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR Loan2.1.2(c)(ii), such LIBOR Loan(s) Loans shall automatically convert to Base Rate Loan(s) at the end of Loans on the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify each Appropriate Lender as soon as practicable (and, in any case, within two Banking Days after delivery of the contents of each Notice a Confirmation of Interest Period Selection) notify Borrower of each determination of the Interest Rate applicable to each Loan.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower for the a Revolving Loan Borrowing consisting of LIBOR Loans comprising all Loans, or part a LIBOR Portion of a Borrowing Term Loan Borrowing, as applicable, shall be one, twoone (1), three (3) or six months (or, if all Appropriate Lenders agree, nine or 12 6) months); provided, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any Interest Period which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of a the calendar monthmonth at the end of such Interest Period; and (C) no Interest Period for all or part of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall end after the Termination Maturity Date for the applicable Commitment. Notwithstanding the foregoing, the Borrower shall not select any LIBOR Loans until the syndication of the Facilities shall have been completed as separately agreed by and between the Lead Arranger and the Borrower. Loan; (iiD) The Borrower shall notify the Administrative Agent by an irrevocable written notice in the form of Exhibit C, duly executed by an Officer of the Borrower and appropriately completed (a “Notice of Interest Period Selection”), not later than 11:00 a.m. at least three Business Days prior to the last day of each Interest Period for LIBOR Loans comprising all or part of a Borrowing, of the Interest Period selected by the Borrower for the next succeeding Interest Period for such LIBOR Loans; provided, however, that no LIBOR Loan or LIBOR Portion shall be made or continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Interest Period Selection shall be given by first-class mail or facsimile or e-mail transmission Default (unless otherwise consented to the Administrative Agent at the facsimile number, e-mail address, and/or address and during the hours specified in Schedule IV; provided, however, that the Borrower shall, if requested by the Administrative Agent, promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Interest Period Selection initially delivered by facsimile or e-mail transmission. If Required Lenders); and (AE) the Borrower fails to notify the Administrative Agent of the next no Interest Period for any LIBOR Loans comprising all or part Portion of a Term Loan Borrowing in accordance with this Section 2.01(h) or (B) an Event shall end after a Term Loan Installment Date unless, after giving effect to such Interest Period, the aggregate principal amount of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR Loan, such LIBOR Loan(s) shall automatically convert to Base Rate Loan(s) at Portion and all LIBOR Portions of such Term Loan Borrowing having Interest Periods ending on or prior to such Term Loan Installment Date equals or exceeds the end of the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify each Appropriate Lender of the contents of each Notice of Interest Period Selectionprincipal payment on such Term Loan Borrowing due on such Term Loan Installment Date.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower Borrowers for the a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing shall be oneone (1), twotwo (2), three (3) or six months (or6) months; PROVIDED, if all Appropriate Lenders agree, nine or 12 months); provided, howeverHOWEVER, that (A) any Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any Interest Period which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of a calendar month; and (C) no Interest Period for all or part of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall end after the Termination Revolving Loan Maturity Date and (D) no Interest Period for the applicable Commitment. Notwithstanding the foregoingany Revolving Loan may commence before and end after any Commitment Reduction Date unless, after giving effect to such Interest Period, the Borrower shall not select any LIBOR Loans until the syndication aggregate principal amount of the Facilities Revolving Loans having Interest Periods that end after such Commitment Reduction Date shall have been completed as separately agreed by and between be equal to or less than the Lead Arranger and aggregate principal amount of the BorrowerRevolving Loans permitted to be outstanding after giving effect to the payments of principal required to be made on such Commitment Reduction Date. (ii) The Borrower Borrowers shall notify the Administrative Agent by an irrevocable written notice in the form of Exhibit EXHIBIT C, duly executed by an Officer of the Borrower and appropriately completed (a “Notice of Interest Period Selection”"NOTICE OF REVOLVING LOAN INTEREST PERIOD SELECTION"), not later than 11:00 a.m. at least three (3) Business Days prior to the last day of each Interest Period for a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing, of the Interest Period selected by the Borrower Borrowers for the next succeeding Interest Period for such LIBOR Loans; providedPROVIDED, howeverHOWEVER, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Revolving Loan Interest Period Selection shall be given by first-class mail or facsimile or e-mail transmission to the Administrative Agent at office or the facsimile number, e-mail address, and/or address number and during the hours specified in Schedule IVSECTION 8.01; providedPROVIDED, howeverHOWEVER, that the Borrower shall, if requested by the Administrative Agent, Borrowers shall promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Revolving Loan Interest Period Selection initially delivered by facsimile or e-mail transmissionfacsimile. If (A) the Borrower Borrowers fails to notify the Administrative Agent of the next Interest Period for any a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(hSECTION 2.01(e) or (B) an Event of Default has occurred and is continuing on the last date day of an Interest Period for any LIBOR Loan, such LIBOR Loan(s) shall automatically convert to Base Rate Loan(s) at the end of on the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify each Appropriate Lender of the contents of each Notice of Interest Period Selection.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower for the a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing shall be oneone (1), twotwo (2), three (3) or six months (or, if all Appropriate Lenders agree, nine or 12 6) months); provided, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any Interest Period which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of a calendar month; and (C) no Interest Period for all or part of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall end after the Termination Date Revolving Loan Maturity Date; and (D) no LIBOR Loan shall be continued for an additional Interest Period after the applicable Commitment. Notwithstanding occurrence and during the foregoing, the Borrower shall not select any LIBOR Loans until the syndication continuance of the Facilities shall have been completed as separately agreed by and between the Lead Arranger and the Borroweran Event of Default. (ii) The Borrower shall notify the Administrative Agent by an irrevocable written notice in the form of Exhibit C, duly executed by an Officer of the Borrower and appropriately completed (a “Notice of Revolving Loan Interest Period Selection”), not later than 11:00 10:00 a.m. at least three (3) Business Days prior to the last day of each Interest Period for a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing, of the Interest Period selected by the Borrower for the next succeeding Interest Period for such LIBOR Loans; provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Revolving Loan Interest Period Selection shall be given duly executed by first-class mail or a Responsible Officer of the Borrower and delivered by facsimile or e-mail transmission to the Administrative Agent at to the facsimile number, e-mail address, and/or address number and during the hours specified in Schedule IV; provided, however, that the Borrower shall, if requested by the Administrative Agent, promptly deliver to the Section 8.01. The Administrative Agent by first-class mail shall promptly notify each Revolving Lender of the original contents of any each Notice of Revolving Loan Interest Period Selection initially delivered by facsimile or e-mail transmissionSelection. If (A) the Borrower fails to notify the Administrative Agent of the next Interest Period for any a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(h2.01(e) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR Loan, such LIBOR Loan(s) shall automatically convert to Base Rate Loan(s) at the end of on the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify each Appropriate Lender of the contents of each Notice of Interest Period Selection.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower for the a Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing shall be oneone (1), twotwo (2), three (3) or six months (or, if all Appropriate Lenders agree, nine or 12 6) months); provided, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any Interest Period which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of a calendar month; and (C) no Interest Period for all or part of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall end after the Termination Date for the applicable Commitment. Notwithstanding the foregoing, the Borrower shall not select any LIBOR Loans until the syndication of the Facilities shall have been completed as separately agreed by and between the Lead Arranger and the BorrowerMaturity Date. (ii) The Borrower shall notify the Administrative Agent by an irrevocable written notice in the form of Exhibit C, duly executed by an Officer of the Borrower and appropriately completed (a “"Notice of Interest Period Selection”"), not later than 11:00 a.m. at least three (3) Business Days prior to the last day of each Interest Period for a Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing, of the Interest Period selected by the Borrower for the next succeeding Interest Period for such LIBOR Loans; provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Interest Period Selection shall be given by first-class mail or facsimile or e-mail transmission to the Administrative Agent at office or the facsimile number, e-mail address, and/or address number and during the hours specified in Schedule IVParagraph 8.01; provided, however, that the Borrower shall, if requested by the Administrative Agent, shall promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Interest Period Selection initially delivered by facsimile or e-mail transmissionfacsimile. If (A) the Borrower fails to notify the Administrative Agent of the next Interest Period for any a Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(h) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR LoanSubparagraph 2.01(e), such LIBOR Loan(s) Loans shall automatically convert to Base Rate Loan(s) at the end of Loans on the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify each Appropriate Lender of the contents of each Notice of Interest Period Selection.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower for the a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing shall be oneone (1), twotwo (2), three (3) or six (6) months (or, or nine (9) or twelve (12) months if agreed to by all Appropriate Lenders agree, nine or 12 monthsof the Lenders); provided, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any Interest Period which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of a calendar month; and (C) no Interest Period for all or part of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall end after the Termination Date Maturity Date; and (D) no LIBOR Loan shall be made or continued for an additional Interest Period after the applicable Commitment. Notwithstanding occurrence and during the foregoing, the Borrower shall not select any LIBOR Loans until the syndication continuance of the Facilities shall have been completed as separately agreed by and between the Lead Arranger and the Borroweran Event of Default. (ii) The Borrower shall notify the Administrative Agent of the Borrower’s selection of a new Interest Period for a Revolving Loan Borrowing by an irrevocable written notice substantially in the form of Exhibit C, duly executed by an Officer of the Borrower and appropriately completed C (a “Notice of Interest Period Selection”), duly executed by a Responsible Officer of the Borrower and appropriately completed, not later than 11:00 a.m. at least three (3) Business Days prior to the last day of each Interest Period for LIBOR Loans comprising all or part a Revolving Loan Borrowing consisting of a Borrowing, of the Interest Period selected by the Borrower for the next succeeding Interest Period for such LIBOR Loans; provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Interest Period Selection shall be given by first-class mail or facsimile or by e-mail transmission containing a PDF of such signed and completed Notice of Interest Period Selection to the Administrative Agent at the facsimile number, number or e-mail address, and/or address and during the hours specified in Schedule IV; provided, however, that the Borrower shall, if requested by the Administrative Agent, promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Interest Period Selection initially delivered by facsimile or e-mail transmissionSection 8.01. If If (A) the Borrower fails shall fail to notify the Administrative Agent of the next Interest Period for any a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(h2.01(f) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR Loan, such LIBOR Loan(s) shall automatically convert to Base Rate Loan(s) at the end of in Dollars on the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify each Appropriate Lender of the contents of each Notice of Interest Period SelectionSelection for the Revolving Loans.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the either Borrower for the a LIBOR Loans comprising all or part of a Borrowing Loan shall be oneone (1), twotwo (2), three (3) or six months (or, if all Appropriate Lenders agree, nine or 12 6) months); provided, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any Interest Period for a LIBOR Loan which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of a the calendar monthmonth at the end of such Interest Period; and (C) no Interest Period for all or part of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall end after the Termination Date for the applicable Commitment. Notwithstanding the foregoing, the Borrower shall not select any LIBOR Loans until the syndication of the Facilities shall have been completed as separately agreed by and between the Lead Arranger and the BorrowerMaturity Date. (ii) The Each Borrower shall notify the Administrative Agent by an irrevocable written notice in the form of Exhibit C, duly executed by an Officer of the Borrower and appropriately completed (a “Notice of Interest Period Selection”), not later than 11:00 a.m. at least three (3) Business Days prior to the last day of each Interest Period for such Borrower's LIBOR Loans comprising all or part of a Borrowing, of the Interest Period selected by the such Borrower for the next succeeding Interest Period for such LIBOR Loans. Such notice (a "Notice of Interest Period Selection") shall be delivered by first-class mail or telecopy to Agent at the office or telecopy number and during the hours specified in Paragraph 9.01; provided, however, that no LIBOR Loan Borrowers shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Interest Period Selection shall be given by first-class mail or facsimile or e-mail transmission to the Administrative Agent at the facsimile number, e-mail address, and/or address and during the hours specified in Schedule IV; provided, however, that the Borrower shall, if requested by the Administrative Agent, promptly deliver to the Administrative Agent by first-class mail the original an originally executed copy of any Notice of Interest Period Selection initially delivered by facsimile or e-mail transmissiontelecopy. If (A) the Borrower fails to notify the Administrative Agent of the next Interest Period for any LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(h) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR Loan, such LIBOR Loan(s) shall automatically convert to Base Rate Loan(s) at the end of the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify each Appropriate Lender Bank of the contents of each Notice of Interest Period Selection.each

LIBOR Loan Interest Periods. (i) The initial and subsequent Interest Periods for LIBOR Loans shall be a maximum of one month until the date which falls four months after the Closing Date (or such earlier date as may otherwise be agreed to by Administrative Agent and Borrower). Thereafter, each subsequent Interest Period selected by the Borrower for the all LIBOR Loans comprising all or part of a Borrowing shall be one, two, three or six months (ormonths. Notwithstanding anything to the contrary in either of the two preceding sentences, if all Appropriate Lenders agree, nine or 12 months); provided, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Banking Day shall be extended to the next succeeding Business Banking Day unless such next Business Banking Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Banking Day; , (B) any Interest Period which begins on the last Business Banking Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Banking Day of a calendar month; and , (C) no Borrower may not select Interest Periods which would leave a greater principal amount of Loans subject to Interest Periods ending after a date upon which Loans are or may be required to be repaid (including the Construction Loan Maturity Date, the Term Loan Maturity Date and each Principal Repayment Date) than the principal amount of Loans scheduled to be outstanding after such date and for purposes of this clause, Borrower shall assume that all Security Fund LC Loans will be repaid on the next Principal Repayment Date, (D) unless Term-Conversion has occurred, any Interest Period for all or part of a Construction Loan which would otherwise end after the Loans comprising a Revolving Construction Loan Borrowing or Maturity Date shall end on the Construction Loan Maturity Date, (E) any Interest Period for a Term Loan Borrowing, as applicable, shall which would otherwise end after the Termination Term Loan Maturity Date shall end on the Term Loan Maturity Date, (F) LIBOR Loans for each Interest Period shall be in the applicable Commitment. Notwithstanding the foregoingminimum amount of $500,000 or an integral multiple of $100,000 in excess thereof, the (G) Borrower may not at any time have outstanding more than six different Interest Periods relating to LIBOR Loans, and (H) Borrower shall not select any LIBOR Types and Interest Periods for Construction Loans until and Term Loans corresponding to the syndication of "types" and "interest periods" used for floating rate payments in the Facilities shall have been completed Interest Rate Agreements so as separately agreed by and between to create, to the Lead Arranger and the Borrowergreatest extent possible, a complete hedge. (ii) The Borrower may contact Administrative Agent at any time prior to the end of an Interest Period for a quotation of Interest Rates in effect at such time for given Interest Periods and Administrative Agent shall promptly provide such quotation. Borrower may select an Interest Period telephonically or by electronic mail within the time periods specified in Section 2.1.6, which selection shall be irrevocable on and after commencement of the applicable Minimum Notice Period. Borrower shall notify the confirm such telephonic or electronic mail notice to Administrative Agent by an irrevocable facsimile on the day such notice is given by delivery to Administrative Agent of a written notice in substantially the form of Exhibit CC-3, duly executed by an Officer of the Borrower and appropriately completed (a “Notice "Confirmation of Interest Period Selection”"), not later than 11:00 a.m. at least three Business Days prior to the last day of each Interest Period for LIBOR Loans comprising all or part of a Borrowing, of the Interest Period selected by the . Borrower for the next succeeding Interest Period for such LIBOR Loans; provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Interest Period Selection shall be given by first-class mail or facsimile or e-mail transmission to the Administrative Agent at the facsimile number, e-mail address, and/or address and during the hours specified in Schedule IV; provided, however, that the Borrower shall, if requested by the Administrative Agent, promptly deliver to the Administrative Agent by first-class mail the original of any Notice the Confirmation of Interest Period Selection initially delivered by facsimile or e-mail transmissionfacsimile. If (A) the Borrower fails to notify the Administrative Agent of the next Interest Period for any LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(h) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR Loan2.1.3(c)(ii), such LIBOR Loan(s) Loans shall automatically convert to Base Rate Loan(s) at the end of Loans on the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify each Appropriate Lender as soon as practicable (and, in any case, within two Banking Days after delivery of the contents of each Notice Confirmation of Interest Period Selection) notify Borrower of each determination of the Interest Rate applicable to each Loan.

LIBOR Loan Interest Periods. (i) The initial and In connection with each subsequent LIBOR Loan, Borrower may, pursuant to the applicable Notice of Borrowing or Notice of Conversion of Loan Type, as the case may be, select an Interest Period selected by the Borrower for the to be applicable to such LIBOR Loans comprising all or part of a Borrowing Loan, which Interest Period shall be one, two, three or three, six months (or, if available to all Appropriate Lenders agreeBanks and made available by Administrative Agent, nine or 12 months); provided. Notwithstanding anything to the contrary herein, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Banking Day shall be extended to the next succeeding Business Banking Day unless such next Business Banking Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Banking Day; (B) any Interest Period which begins on the last Business Banking Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Banking Day of a calendar month; and (C) Borrower may not select Interest Periods which would leave a greater principal amount of Loans subject to Interest Periods ending after a date upon which Loans are or may be required to be repaid than principal amount of Loans scheduled to be outstanding after such date; (D) no Interest Period for all or part with respect to any portion of the Loans comprising a Revolving shall extend beyond the Loan Borrowing or a Term Loan Borrowing, as applicable, shall end after the Termination Date for the applicable Commitment. Notwithstanding the foregoing, the Borrower shall not select any Maturity Date; (E) LIBOR Loans until the syndication of the Facilities shall have been completed as separately agreed by and between the Lead Arranger and the Borrower. (ii) The Borrower shall notify the Administrative Agent by an irrevocable written notice in the form of Exhibit C, duly executed by an Officer of the Borrower and appropriately completed (a “Notice of Interest Period Selection”), not later than 11:00 a.m. at least three Business Days prior to the last day of for each Interest Period for LIBOR Loans comprising all or part shall be in the amount of a Borrowing, of the at least $1,000,000; (F) Borrower may not at any time have outstanding more than ten different Interest Period selected by the Borrower for the next succeeding Interest Period for such Periods relating to LIBOR Loans; provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Interest Period Selection shall be given by first-class mail or facsimile or e-mail transmission to the Administrative Agent at the facsimile number, e-mail address, and/or address and during the hours specified in Schedule IV; provided, however, that the Borrower shall, (G) if requested by the Administrative Agent, promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Interest Period Selection initially delivered by facsimile or e-mail transmission. If (A) the Borrower fails to notify the Administrative Agent of the next Interest Period for any LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(h) or (B) an Event of Default has occurred and is continuing on the last date of specify an Interest Period for any LIBOR Loan in accordance with the terms of this Agreement, (1) in the case of a requested Loan, Borrower shall be deemed to have specified such LIBOR Loan(sLoans as Base Rate Loans in the applicable Notice of Borrowing, and (2) in the case of outstanding Loans, such Loans shall automatically convert to Base Rate Loan(s) at the end of Loans on the last day of the current Interest Period therefor. The ; and (H) for the period from and after the Closing Date to and including the date which is six months after the Closing Date, Borrower may only select a one month Interest Period. (ii) Borrower may contact Administrative Agent at any time prior to the end of an Interest Period for a quotation of Interest Rates in effect at such time for given Interest Periods and Administrative Agent shall promptly notify each Appropriate Lender provide such quotation. Borrower may select an Interest Period telephonically within the time periods specified in Section 2.1.7, which selection shall be irrevocable on and after the applicable Minimum Notice Period. Borrower shall confirm such telephonic notice to Administrative Agent by delivering to Administrative Agent by telecopy on the day such notice is given a written notice in substantially the form of the contents of each Notice Exhibit C-3 hereto (a "Confirmation of Interest Period Selection."). Borrower shall promptly deliver to Administrative Agent the original of the Confirmation of Interest Period Selection initially delivered by telecopy. Administrative Agent shall as soon as practicable (and, in any case, within two Banking Days after delivery of the Confirmation of Interest Period

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower for the a Revolving Loan Borrowing consisting of LIBOR Loans comprising all Loans, or part a LIBOR Portion of a Borrowing Term Loan Borrowing, as applicable, shall be oneone (1), twotwo (2), three (3) or six months (or, if all Appropriate Lenders agree, nine or 12 6) months); provided, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any Interest Period which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of a calendar month; and (C) no Interest Period for all or part of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall end after the Termination Maturity Date for the applicable Commitment. Notwithstanding Loan; (D) no LIBOR Loan or LIBOR Portion shall be made or continued for an additional Interest Period after the foregoingoccurrence and during the continuance of an Event of Default (unless otherwise consented to by the Required Lenders); and (E) no Interest Period for any LIBOR Portion of a Term Loan Borrowing shall end after a Term Loan Installment Date unless, after giving effect to such Interest Period, the Borrower shall not select any LIBOR Loans until the syndication aggregate principal amount of the Facilities shall have been completed as separately agreed by Base Rate Portion and between all LIBOR Portions of such Term Loan Borrowing having Interest Periods ending on or prior to such Term Loan Installment Date equals or exceeds the Lead Arranger and the Borrowerprincipal payment on such Term Loan Borrowing due on such Term Loan Installment Date. (ii) The Borrower shall notify the Administrative Agent of the Borrower’s selection of a new Interest Period for a Revolving Loan Borrowing consisting of LIBOR Loans or -47- a LIBOR Portion of a Term Loan Borrowing, as applicable, by an irrevocable written notice substantially in the form of Exhibit C, duly executed by an Officer of the Borrower and appropriately completed C (a “Notice of Interest Period Selection”), duly executed by a Responsible Officer of the Borrower and appropriately completed, not later than 11:00 a.m. at least three (3) Business Days prior to the last day of each Interest Period for (x) a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part (y) a LIBOR Portion of a Term Loan Borrowing, as applicable, of the Interest Period selected by the Borrower for the next succeeding Interest Period for such LIBOR LoansLoans or LIBOR Portion; provided, however, that no LIBOR Loan or LIBOR Portion shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Interest Period Selection shall be given by first-class mail or facsimile or by e-mail transmission containing a PDF of such signed and completed Notice of Interest Period Selection to the Administrative Agent at the office or to the facsimile number, number or e-mail address, and/or address and during the hours specified in Schedule IVSection 8.01; provided, however, that the Borrower shallthat, if requested by the Administrative Agent, the Borrower shall promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Interest Period Selection initially delivered by facsimile or e-mail transmissionmail. If (A) the Borrower fails shall fail to notify the Administrative Agent of the next Interest Period for any a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part a LIBOR Portion of a Borrowing Term Loan Borrowing, as applicable, in accordance with this Section 2.01(h2.01(f) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR LoanLoan or LIBOR Portion, such LIBOR Loan(s) and LIBOR Portion(s) shall automatically convert to Base Rate Loan(s) at the end of and Base Rate Portion(s), as applicable, on the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify (x) each Appropriate Revolving Lender of the contents of each Notice of Interest Period SelectionSelection for the Revolving Loans and (y) each Term Lender of the contents of each Notice of Interest Period Selection for a Term Loan Borrowing and Portions thereof.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower for the a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing shall be one, twoone (1), three (3), or six months (or, if all Appropriate Lenders agree, nine or 12 6) months); provided, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any Interest Period which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of a calendar month; and (C) no Interest Period for all or part of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall end after the Termination Date Maturity Date; and (D) no LIBOR Loan shall be made or continued for an additional Interest Period after the applicable Commitment. Notwithstanding occurrence and during the foregoing, the Borrower shall not select any LIBOR Loans until the syndication continuance of the Facilities shall have been completed as separately agreed by and between the Lead Arranger and the Borroweran Event of Default. (ii) The Borrower shall notify the Administrative Agent of the Borrower’s selection of a new Interest Period for a Revolving Loan Borrowing by an irrevocable written notice substantially in the form of Exhibit C, duly executed by an Officer of the Borrower and appropriately completed C (a “Notice of Interest Period Selection”), duly executed by a Responsible Officer of the Borrower and appropriately completed (or shall notify the Administrative Agent by telephone, to be promptly confirmed by the delivery to the Administrative Agent of a signed Notice of Interest Period Selection, which may be delivered by facsimile), not later than 11:00 10:00 a.m. at least three (3) Business Days prior to the last day of each Interest Period for LIBOR Loans comprising all or part a Revolving Loan Borrowing consisting of a Borrowing, of the Interest Period selected by the Borrower for the next succeeding Interest Period for such LIBOR Loans; provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Interest Period Selection shall be given by first-class mail or facsimile or e-mail transmission to the Administrative Agent at office or the facsimile number, e-mail address, and/or address number and during the hours specified in Schedule IVSection 8.01; provided, however, that the Borrower shallthat, if requested by the Administrative Agent, the Borrower shall promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Interest Period Selection initially delivered by facsimile or e-mail transmissionfacsimile. If (A) the Borrower fails shall fail to notify the Administrative Agent of the next Interest Period for any a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(h2.01(f) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR Loan, such LIBOR Loan(s) shall automatically convert to Base Rate Loan(s) at the end of on the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify each Appropriate Lender of the contents of each Notice of Interest Period SelectionSelection for the Revolving Loans.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower Borrowers for a Revolving Loan Borrowing consisting of LIBOR Loans, or a LIBOR Portion of the LIBOR Loans comprising all or part of a Borrowing Term Loan Borrowing, as applicable, shall be one, twoone (1), three (3) or six months (or, if all Appropriate Lenders agree, nine or 12 6) months); provided, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any Interest Period which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of a calendar month; and (C) no Interest Period shall end after the Maturity Date; (D) no LIBOR Loan or LIBOR Portion shall be made or continued for all or part an additional Interest Period after the occurrence and during the continuance of an Event of Default (unless otherwise consented to by the Required Lenders); and (E) no Interest Period for any LIBOR Portion of the Loans comprising Term Loan Borrowing shall end after a Term Loan Installment Date unless, after giving effect to such Interest Period, the aggregate principal amount of the Base Rate Portion and all LIBOR Portions of the Term Loan Borrowing having Interest Periods ending on or prior to such Term Loan Installment Date equals or exceeds the principal payment on the Term Loan Borrowing due on such Term Loan Installment Date. (ii) The Borrowers shall notify the Administrative Agent of the Borrowers’ selection of a new Interest Period for a Revolving Loan Borrowing consisting of LIBOR Loans or a LIBOR Portion of the Term Loan Borrowing, as applicable, shall end after the Termination Date for the applicable Commitment. Notwithstanding the foregoing, the Borrower shall not select any LIBOR Loans until the syndication of the Facilities shall have been completed as separately agreed by and between the Lead Arranger and the Borrower. (ii) The Borrower shall notify the Administrative Agent by an irrevocable written notice substantially in the form of Exhibit C, duly executed by an Officer of the Borrower and appropriately completed C (a “Notice of Interest Period Selection”), duly executed by a Responsible Officer of the Borrowers and appropriately completed, not later than 11:00 10:00 a.m. at least three (3) Business Days prior to the last day of each Interest Period for (x) a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part (y) a LIBOR Portion of a the Term Loan Borrowing, as applicable, of the Interest Period selected by the Borrower Borrowers for the next succeeding Interest Period for such LIBOR LoansLoans or LIBOR Portion; provided, however, that no LIBOR Loan or LIBOR Portion shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Interest Period Selection shall be given by first-class mail or facsimile or by e-mail transmission containing a PDF of such signed and completed Notice of Interest Period Selection to the Administrative Agent at the office or to the facsimile number, number or e-mail address, and/or address and during the hours specified in Schedule IVSection 8.01 (or, in lieu of delivering a Notice of Interest Period Selection, Borrowers may give the Administrative Agent telephonic notice by the required time of any proposed borrowing under this Section 2.01(f), provided that such notice shall be immediately confirmed in writing by delivery of a duly executed Notice of Interest Period Selection by facsimile or email as described above); provided, however, that the Borrower shallthat, if requested upon request by the Administrative Agent, the Borrowers shall promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Interest Period Selection initially delivered by facsimile or e-mail transmissionmail. If (A) the Borrower fails Borrowers shall fail to notify the Administrative Agent of the next Interest Period for any a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part a LIBOR Portion of a Borrowing the Term Loan Borrowing, as applicable, in accordance with this Section 2.01(h2.01(f) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR LoanLoan or LIBOR Portion, such LIBOR Loan(s) and LIBOR Portion(s) shall automatically convert to Base Rate Loan(s) at the end of and Base Rate Portion(s), as applicable, on the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify (x) each Appropriate Revolving Lender of the contents of each Notice of Interest Period SelectionSelection for the Revolving Loans and (y) each Term Lender of the contents of each Notice of Interest Period Selection for the Term Loan Borrowing and Portions thereof.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower for the a LIBOR Loans comprising all or part of a Borrowing Loan shall be onethirty (30), two, three ninety (90) or six months one hundred eighty (or, if all Appropriate Lenders agree, nine or 12 months)180) days as Borrower may specify; provided, however, that (A) any such Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any such Interest Period which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day day of a calendar month; and (C) no such Interest Period for all or part of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall end after the Termination Date for the applicable Commitment. Notwithstanding the foregoing, the Borrower shall not select any LIBOR Loans until the syndication of the Facilities shall have been completed as separately agreed by and between the Lead Arranger and the BorrowerRevolving Loan Maturity Date. (ii) The Borrower shall notify the Administrative Agent by an irrevocable written notice in the form of Exhibit C, duly executed appropriately completed by an Officer of the Borrower and appropriately completed Authorized Representative (a “Notice of Revolving Loan Interest Period Selection”), not later than 11:00 a.m. at least three (3) Business Days prior to the last day of each Interest Period for LIBOR Loans comprising all or part of a Borrowing, of the Interest Period selected by the Borrower for the next succeeding Interest Period for such LIBOR Loans; provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Revolving Loan Interest Period Selection shall be given by first-class mail or facsimile or e-mail transmission to the Administrative Agent at office or the facsimile number, e-mail address, and/or address number and during the hours specified in Schedule IVParagraph 8.01; provided, however, that the Borrower shall, if requested by the Administrative Agent, shall promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Revolving Loan Interest Period Selection initially delivered by facsimile or e-mail transmissionfacsimile. If (A) the Borrower fails to notify the Administrative Agent of the next Interest Period for any LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(h) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR LoanSubparagraph 2.01(e), such LIBOR Loan(s) Loans shall automatically convert to Base Rate Loan(s) at the end of the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify each Appropriate Lender of the contents of each Notice of Interest Period SelectionLoans.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower for the a LIBOR Loans comprising all or part of a Borrowing Loan shall be one, twoone (1), three (3) or six (6) months (or, if all Appropriate Lenders agree, nine or 12 months)as Borrower may specify; provided, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any Interest Period which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of a calendar month; and (C) no Interest Period for all or part of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall end after the Termination Date for the applicable Commitment. Notwithstanding the foregoing, the Borrower shall not select any LIBOR Loans until the syndication of the Facilities shall have been completed as separately agreed by and between the Lead Arranger and the BorrowerMaturity Date. (ii) The Borrower shall notify the Administrative Agent by an irrevocable written notice in the form of Exhibit C, duly executed by an Officer of the Borrower and appropriately completed (a “"Notice of Interest Period Selection”"), not later than 11:00 a.m. at least three (3) Business Days prior to the last day of each Interest Period for LIBOR Loans comprising all or part of a Borrowing, of the Interest Period selected by the Borrower for the next succeeding Interest Period for such LIBOR Revolving Loans; provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Interest Period Selection shall be given by first-class mail or facsimile or e-mail transmission to the Administrative Agent at office or the facsimile number, e-mail address, and/or address number and during the hours specified in Schedule IVParagraph 8.01; provided, however, that the Borrower shall, if requested by the Administrative Agent, shall promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Interest Period Selection initially delivered by facsimile or e-mail transmissionfacsimile. If (A) the Borrower fails to notify the Administrative Agent of the next Interest Period for any LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(h) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR LoanSubparagraph 2.01(e), such LIBOR Loan(s) Loans shall automatically convert to Base Rate Loan(s) at the end of Loans on the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify each Appropriate Lender of the contents of each Notice of Interest Period Selection.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower for the a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing shall be oneone (1), twotwo (2), three (3) or six months (or, if all Appropriate Lenders agree, nine or 12 6) months); provided, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any Interest Period which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of a calendar month; and (C) no Interest Period for all or part of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall end after the Termination Date for the applicable Commitment. Notwithstanding the foregoing, the Borrower shall not select any LIBOR Loans until the syndication of the Facilities shall have been completed as separately agreed by and between the Lead Arranger and the BorrowerMaturity Date. (ii) The Borrower shall notify the Administrative Agent by an irrevocable written notice in the form of Exhibit C, duly executed by an a Responsible Officer of the Borrower and appropriately completed (a “"Notice of Revolving Loan Interest Period Selection”"), not later than 11:00 10:00 a.m. at least three (3) Business Days prior to the last day of each Interest Period for a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing, of the Interest Period selected by the Borrower for the next succeeding Interest Period for such LIBOR Loans; provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Revolving Loan Interest Period Selection shall be given by first-class mail or facsimile or e-mail transmission to the Administrative Agent at office or the facsimile number, e-mail address, and/or address and during the hours number specified in Schedule IV; provided, however, that the Borrower shall, if requested by the Administrative Agent, promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Interest Period Selection initially delivered by facsimile or e-mail transmission. If (A) the Borrower fails to notify the Administrative Agent of the next Interest Period for any LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(h) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR Loan, such LIBOR Loan(s) shall automatically convert to Base Rate Loan(s) at the end of the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify each Appropriate Lender of the contents of each Notice of Interest Period Selection8.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower for the a LIBOR Loans comprising all or part of a Borrowing Loan shall be oneone (1), twotwo (2), three (3) or six months (or6) months; PROVIDED, if all Appropriate Lenders agree, nine or 12 months); provided, howeverHOWEVER, that (A) any Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any Interest Period which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of a calendar month; and (C) no such Interest Period for all or part of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall end after the Termination Date for the applicable Commitment. Notwithstanding the foregoing, the Borrower shall not select any LIBOR Loans until the syndication of the Facilities shall have been completed as separately agreed by and between the Lead Arranger and the BorrowerMaturity Date. (ii) The Borrower shall notify the Administrative Agent by an irrevocable written notice in the form of Exhibit EXHIBIT C, duly executed by an Officer of the Borrower and appropriately completed (a “Notice of Interest Period Selection”"NOTICE OF INTEREST PERIOD SELECTION"), not later than 11:00 a.m. at least three (3) Business Days prior to the last day of each Interest Period for LIBOR Loans comprising all or part of a Borrowing, of the Interest Period selected by the Borrower for the next succeeding Interest Period for such LIBOR Loans; provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Interest Period Selection shall be given by first-class mail or facsimile or e-mail transmission to the Administrative Agent at office or the facsimile number, e-mail address, and/or address number and during the hours specified in Schedule IVPARAGRAPH 8.01; providedPROVIDED, howeverHOWEVER, that the Borrower shall, if requested by the Administrative Agent, shall promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Interest Period Selection initially delivered by facsimile or e-mail transmissionfacsimile. If (A) the Borrower fails to notify the Administrative Agent of the next Interest Period for any LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(h) or SUBPARAGRAPH 2.01 (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR Loane), such LIBOR Loan(s) Loans shall automatically convert to Base Rate Loan(s) at the end of Loans on the last day of the current Interest Period therefor. The Administrative Agent shall promptly (but in any event no later than 5:00 p.m., San Francisco time, on the Business Day Agent receives such notice under PARAGRAPH 8.01) notify each Appropriate Lender of the contents of each Notice of Interest Period Selection.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower for the a Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing shall be one, twoone (1), three (3), or six months (or, if all Appropriate Lenders agree, nine or 12 6) months); provided, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any Interest Period which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of a calendar month; and (C) no Interest Period for all or part of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall end after the Termination Date Maturity Date; and (D) no Borrowing consisting of LIBOR Loan shall be made or continued for an additional Interest Period after the applicable Commitment. Notwithstanding occurrence and during the foregoing, the Borrower shall not select any LIBOR Loans until the syndication continuance of the Facilities shall have been completed as separately agreed by and between the Lead Arranger and the Borroweran Event of Default. (ii) The Borrower shall notify the Administrative Agent of the Borrower’s selection of a new Interest Period for a Borrowing by an irrevocable written notice substantially in the form of Exhibit C, duly executed by an Officer of the Borrower and appropriately completed C (a “Notice of Interest Period Selection”), duly executed by a Responsible Officer of the Borrower and appropriately completed (or shall notify the Administrative Agent by telephone, to be promptly confirmed by the delivery to the Administrative Agent of a signed Notice of Interest Period Selection, which may be delivered by facsimile or by e-mail containing a PDF of such signed and completed Notice of Conversion), not later than 11:00 10:00 a.m. at least three (3) Business Days prior to the last day of each Interest Period for LIBOR Loans comprising all or part a Borrowing consisting of a Borrowing, of the Interest Period selected by the Borrower for the next succeeding Interest Period for such LIBOR Loans; provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Interest Period Selection shall be given by first-class mail or facsimile or e-mail transmission to the Administrative Agent at the facsimile number, e-mail address, and/or address and during the hours specified in Schedule IV; provided, however, that the Borrower shall, if requested by the Administrative Agent, promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Interest Period Selection initially delivered by facsimile or e-mail transmission. If (A) the Borrower fails shall fail to notify the Administrative Agent of the next Interest Period for any a Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(h2.01(f) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any Borrowing consisting of LIBOR LoanLoans, such LIBOR Loan(s) Loans shall automatically convert to Base Rate Loan(s) at the end of Loans on the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify each Appropriate Lender of the contents of each Notice of Interest Period SelectionSelection for the Loans.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower for the a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part LIBOR Portion of a Borrowing the Term Loan Borrowing, as applicable, shall be one, twoone (1), three (3), or six months (or, if all Appropriate Lenders agree, nine or 12 6) months); provided, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any Interest Period which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of a calendar month; and (C) no Interest Period for all or part of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall end after the Termination Maturity Date; (D) no LIBOR Loan or LIBOR Portion shall be made or continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default; and (E) no Interest Period for any LIBOR Portion of the Term Loan Borrowing shall end after a Term Loan Installment Date for the applicable Commitment. Notwithstanding the foregoingunless, after giving effect to such Interest Period, the Borrower shall not select any LIBOR Loans until the syndication aggregate principal amount of the Facilities shall have been completed as separately agreed by Base Rate Portion and between all LIBOR Portions of the Lead Arranger and Term Loan Borrowing having Interest Periods ending on or prior to such Term Loan Installment Date equals or exceeds the Borrowerprincipal payment on the Term Loan Borrowing due on such Term Loan Installment Date. (ii) The Borrower shall notify the Administrative Agent of the Borrower's selection of a new Interest Period for a Revolving Loan Borrowing consisting of LIBOR Loans or a LIBOR Portion of the Term Loan Borrowing, as applicable, by an irrevocable written notice substantially in the form of Exhibit C, duly executed by an Officer of the Borrower and appropriately completed C (a “Notice of Interest Period Selection”), duly executed by a Responsible Officer of the Borrower and appropriately completed (or shall notify the Administrative Agent by telephone, to be promptly confirmed by the delivery to the Administrative Agent of a signed Notice of Interest Period Selection, which may be delivered by facsimile or e-mail), not later than (A) 11:00 a.m. at least four (4) Business days (for each Committed Currency Revolving Loan) and (B) 10:00 a.m. at least three (3) Business Days prior to the last day of each Interest Period for (x) a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part (y) a LIBOR Portion of a the Term Loan Borrowing, as applicable, of the Interest Period selected by the Borrower for the next succeeding Interest Period for such LIBOR LoansLoans or LIBOR Portion; provided, however, that no LIBOR Loan or LIBOR Portion shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Interest Period Selection shall be given by first-class mail or facsimile or by e-mail transmission containing a PDF of such signed and completed Notice of Interest Period Selection to the Administrative Agent at office or the facsimile number, number or e-mail address, and/or address and during the hours specified in Schedule IVSection 8.01; provided, however, that the Borrower shallthat, if requested by the Administrative Agent, the Borrower shall promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Interest Period Selection initially delivered by facsimile or e-mail transmissionmail. If (A) the Borrower fails shall fail to notify the Administrative Agent of the next Interest Period for any a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part a LIBOR Portion of a Borrowing the Term Loan Borrowing, as applicable, in accordance with this Section 2.01(h2.01(g) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR LoanLoan or LIBOR Portion, (1) the Borrower shall repay the principal amount of and accrued interest on each such LIBOR Loan that is a Committed Currency Revolving Loan on the last day of the current Interest Period therefor or, if not repaid on such day, such Committed Currency Revolving Loan shall be automatically converted to a Base Rate Loan and redenominated in the Equivalent amount of Dollars and (2) such other LIBOR Loan(s) and LIBOR Portion(s) shall automatically convert to Base Rate Loan(s) at the end of and Base Rate Portion(s), as applicable, in Dollars on the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify (x) each Appropriate Revolving Lender of the contents of each Notice of Interest Period SelectionSelection for the Revolving Loans and (y) each Term Lender of the contents of each Notice of Interest Period Selection for the Term Loan Borrowing and Portions thereof.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower for the a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing shall be oneone (1), twotwo (2), three or (3), six months (or, if all Appropriate Lenders agree6), nine (9) or 12 twelve (12) months); provided, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any Interest Period which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of a calendar month; and (C) no Interest Period for all or part of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall end after the Termination Date Maturity Date; and (D) no LIBOR Loan shall be made or continued for an additional Interest Period after the applicable Commitment. Notwithstanding occurrence and during the foregoing, the Borrower shall not select any LIBOR Loans until the syndication continuance of the Facilities shall have been completed as separately agreed by and between the Lead Arranger and the Borroweran Event of Default. (ii) The Borrower shall notify the Administrative Agent of the Borrower’s selection of a new Interest Period for a Revolving Loan Borrowing by an irrevocable written notice substantially in the form of Exhibit C, duly executed by an Officer of the Borrower and appropriately completed C (a “Notice of Interest Period Selection”), duly executed by a Responsible Officer of the Borrower and appropriately completed (or shall notify the Administrative Agent by telephone, to be promptly confirmed by the delivery to the Administrative Agent of a signed Notice of Interest Period Selection, which may be delivered by facsimile), not later than (A) 11:00 a.m. at least four (4) Business Days (for each Committed Currency Revolving Loan) and (B) 11:00 a.m. at least three (3) Business Days (for any other LIBOR Loan), in each case, prior to the last day of each Interest Period for LIBOR Loans comprising all or part a Revolving Loan Borrowing consisting of a Borrowing, of the Interest Period selected by the Borrower for the next succeeding Interest Period for such LIBOR Loans; provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Interest Period Selection shall be given by first-class mail or facsimile or e-mail transmission to the Administrative Agent at office or the facsimile number, e-mail address, and/or address number and during the hours specified in Schedule IVSection 8.01; provided, however, that the Borrower shallthat, if requested by the Administrative Agent, the Borrower shall promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Interest Period Selection initially delivered by facsimile or e-mail transmissionfacsimile. If (A) the Borrower fails shall fail to notify the Administrative Agent of the next Interest Period for any a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(h2.01(f) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR Loan, such LIBOR Loan(s) shall automatically convert to Base Rate Loan(s) in Dollars (in the case of LIBOR Loans that are Committed Currency Revolving Loans, at the end Equivalent amount of Dollars) on the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify each Appropriate Lender of the contents of each Notice of Interest Period SelectionSelection for the Revolving Loans.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower for the LIBOR Loans Loans, comprising all or part of a Borrowing shall be one, two, three or six months (or, if to the extent available to all Appropriate Lenders agreeLenders, nine or 12 twelve months); provided, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any Interest Period which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of a calendar month; and (C) no Interest Period for all or part of the Loans comprising a Revolving Loan Borrowing, a Term B Borrowing or a Term Loan C Borrowing, as applicable, shall end after the Termination Date for the applicable CommitmentFacility pursuant to which such Borrowing was made. Notwithstanding the foregoing, the Borrower shall not select any LIBOR Loans until the syndication of the Facilities shall have been completed as separately agreed by and between among the Co-Lead Arranger Arrangers and the Borrower. (ii) The Borrower shall notify the Administrative Agent by an irrevocable written notice in the form of Exhibit CC hereto, duly executed by an Officer of the Borrower and appropriately completed (a “Notice of Interest Period Selection”), not later than 11:00 a.m. at least three Business Days prior to the last day of each Interest Period for LIBOR Loans comprising all or part of a Borrowing, of the Interest Period selected by the Borrower for the next succeeding Interest Period for such LIBOR Loans; provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Interest Period Selection shall be given by first-class mail or facsimile or e-mail transmission to the Administrative Agent at the facsimile number, e-mail address, and/or address and during the hours specified in Schedule IVVII; provided, however, that the Borrower shall, if requested by the Administrative Agent, promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Interest Period Selection initially delivered by facsimile or e-mail transmission. If (A) the Borrower fails to notify the Administrative Agent of the next Interest Period for any LIBOR Loans Loans, comprising all or part of a Borrowing in accordance with this Section 2.01(h2.01(g) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR Loan, such LIBOR Loan(s) shall automatically convert to Base Rate Loan(s) at the end of the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify each Appropriate Lender of the contents of each Notice of Interest Period Selection.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower for the a LIBOR Loans comprising all or part of a Borrowing Loan shall be oneone (1), twotwo (2), three (3) or six (6) months (or, if all Appropriate Lenders agree, nine or 12 months)as Borrower may specify; provided, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any Interest Period which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of a calendar month; and (C) no Interest Period for all or part of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall end after the Termination Date for the applicable Commitment. Notwithstanding the foregoing, the Borrower shall not select any LIBOR Loans until the syndication of the Facilities shall have been completed as separately agreed by and between the Lead Arranger and the BorrowerMaturity Date. (ii) The Borrower shall notify the Administrative Agent by an irrevocable written notice in the form of Exhibit C, duly executed by an Officer of the Borrower and appropriately completed (a “"Notice of Interest Period Selection”"), not later than 11:00 a.m. at least three (3) Business Days prior to the last day of each Interest Period for LIBOR Loans comprising all or part of a Borrowing, of the Interest Period selected by the Borrower for the next succeeding Interest Period for such LIBOR Revolving Loans; provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Interest Period Selection shall be given by first-class mail or facsimile or e-mail transmission to the Administrative Agent at office or the facsimile number, e-mail address, and/or address number and during the hours specified in Schedule IVParagraph 8.01; provided, however, that the Borrower shall, if requested by the Administrative Agent, shall promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Interest Period Selection initially delivered by facsimile or e-mail transmissionfacsimile. If (A) the Borrower fails to notify the Administrative Agent of the next Interest Period for any LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(h) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR LoanSubparagraph 2.01(e), such LIBOR Loan(s) Loans shall automatically convert to Base Rate Loan(s) at the end of Loans on the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify each Appropriate Lender of the contents of each Notice of Interest Period Selection.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower Borrowers for the all LIBOR Loans comprising all or part of a Borrowing shall be one, two, three or six months (ormonths. Notwithstanding anything to the contrary in the preceding sentence, if all Appropriate Lenders agree, nine or 12 months); provided, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any Interest Period which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of the calendar month in which it would have ended if there were a numerically corresponding day in such calendar month; and (C) no Borrowers may not select Interest Periods which would leave a greater principal amount of Loans subject to Interest Periods ending after a date upon which Loans are or may be required to be repaid (including the Construction Loan Maturity Date, the Term Loan Maturity Date, and each Principal Repayment Date) than the principal amount of Loans scheduled to be outstanding after such date; (D) unless Term-Conversion has occurred, any Interest Period for all or part of a Construction Loan which would otherwise end after the Loans comprising Construction Loan Maturity Date shall end on the Construction Loan Maturity Date; (E) any Interest Period for a Term Loan which would otherwise end after the Term Loan Maturity Date shall end on the Term Loan Maturity Date; (F) any Interest Period for a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall which would otherwise end after the Termination Revolving Loan Maturity Date for shall end on the applicable Commitment. Notwithstanding the foregoing, the Borrower shall not select any Revolving Loan Maturity Date; (G) LIBOR Loans until for each Interest Period shall be in the syndication minimum amount of $1,000,000 or an integral multiple of $100,000 in excess thereof; (H) Borrowers may not at any time have outstanding more than five different Interest Period end-dates relating to LIBOR Loans; and (I) Borrowers shall select Types and Interest Periods for Term Loans corresponding to the Facilities shall have been completed “types” and “interest periods” used for floating rate payments in the Swap Agreement which hedge interest risk arising under the Term Loans so as separately agreed by and between to create, to the Lead Arranger and the Borrowergreatest extent possible, a complete hedge. (ii) The Borrower Borrowers may contact Administrative Agent at any time prior to the end of an Interest Period for an indicative quotation of Interest Rates in effect at such time for given Interest Periods and Administrative Agent shall notify promptly provide such quotation. Borrowers may, subject to Section 2.1.8(c), select to continue any LIBOR Loan for any permissible Interest Period by communicating such selection to Administrative Agent telephonically or by email within the time periods required by Section 2.1.8, which selection shall be irrevocable. Borrowers shall confirm such telephonic or email notice to Administrative Agent by an irrevocable written facsimile on the day such notice in the form is given by delivery to Administrative Agent of Exhibit C, duly executed by an Officer of the Borrower and appropriately completed (a “Notice of Interest Period Selection”)Terms appropriately completed, not later than 11:00 a.m. at least three Business Days prior in accordance with the instructions contained in such form. Borrowers shall promptly deliver to Administrative Agent the last day of each Interest Period for LIBOR Loans comprising all or part of a Borrowing, original of the Interest Period selected by the Borrower for the next succeeding Interest Period for such LIBOR Loans; provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Interest Period Selection shall be given by first-class mail or facsimile or e-mail transmission to the Administrative Agent at the facsimile number, e-mail address, and/or address and during the hours specified in Schedule IV; provided, however, that the Borrower shall, if requested by the Administrative Agent, promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Interest Period Selection Terms initially delivered by facsimile or e-mail transmissionfacsimile. If (A) the Borrower fails Borrowers fail to notify the Administrative Agent of the next Interest Period for any LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(h) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR Loan2.1.5(d)(ii), such LIBOR Loan(s) Loans shall automatically convert to Base Rate Loan(s) at the end of Loans on the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify each Appropriate Lender as soon as practicable (and, in any case, within two Business Days after delivery of the contents of each Notice of Interest Period SelectionTerms) notify Borrowers of each determination of the Interest Rate applicable to each Loan.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower for the a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing shall be oneone (1), twotwo (2), three (3) or six months (or, if all Appropriate Lenders agree, nine or 12 6) months); provided, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any Interest Period which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of a calendar month; and (C) no Interest Period for all or part of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall end after the Termination Date for the applicable Commitment. Notwithstanding the foregoing, the Borrower shall not select any LIBOR Loans until the syndication of the Facilities shall have been completed as separately agreed by and between the Lead Arranger and the BorrowerMaturity Date. (ii) The Borrower shall notify the Administrative Agent by an irrevocable written notice in the form of Exhibit C, duly executed by an a Responsible Officer of the Borrower and appropriately completed (a “"Notice of Revolving Loan Interest Period Selection”"), not later than 11:00 10:00 a.m. at least three (3) Business Days prior to the last day of each Interest Period for a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing, of the Interest Period selected by the Borrower for the next succeeding Interest Period for such LIBOR Loans; provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Revolving Loan Interest Period Selection shall be given by first-class mail or facsimile to the office or e-mail transmission to the facsimile number specified in Section 8.01. The Borrower may provide the Administrative Agent at the facsimile number, e-mail address, and/or address and during the hours specified in Schedule IVwith telephonic notice of its intention to submit a Notice of Revolving Loan Interest Period Selection; provided, however, that the Borrower shall, if requested by the Administrative Agent, promptly deliver to the Administrative Agent no Notice of Revolving Loan Interest Period Selection shall be deemed effective until received by first-class mail or facsimile in accordance with the original of any Notice of Interest Period Selection initially delivered by facsimile or e-mail transmissionimmediately preceding sentence. If (A) the Borrower fails to notify the Administrative Agent of the next Interest Period for any a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(h2.01(e) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR Loan, such LIBOR Loan(s) shall automatically convert to Base Rate Loan(s) at the end of on the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify each Appropriate Lender of the contents of each Notice of Interest Period Selectiontherefor unless such LIBOR Loan(s) are repaid as provided herein.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower for the a LIBOR Loans comprising all or part of a Borrowing Loan shall be onethirty (30), two, three ninety (90) or six months one hundred eighty (or, if all Appropriate Lenders agree, nine or 12 months)180) days as Borrower may specify; provided, however, that (A) any such Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any such Interest Period which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Periodperiod) shall end on the last Business Day day of a calendar month; and (C) no such Interest Period for all or part of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall end after the Termination Date for the applicable Commitment. Notwithstanding the foregoing, the Borrower shall not select any LIBOR Loans until the syndication of the Facilities shall have been completed as separately agreed by and between the Lead Arranger and the BorrowerRevolving Loan Maturity Date. (ii) The Borrower shall notify the Administrative Agent by an irrevocable written notice in the form of Exhibit C, duly executed by an Officer of the Borrower and appropriately completed (a “Notice of Revolving Loan Interest Period Selection”), not later than 11:00 a.m. at least three (3) Business Days prior to the last day of each Interest Period for LIBOR Loans comprising all or part of a Borrowing, of the Interest Period selected by the Borrower for the next succeeding Interest Period for such LIBOR Loans; provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Revolving Loan Interest Period Selection shall be given by first-class mail or facsimile or e-mail transmission to the Administrative Agent at office or the facsimile number, e-mail address, and/or address number and during the hours specified in Schedule IVParagraph 8.01; provided, however, that the Borrower shall, if requested by the Administrative Agent, shall promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Revolving Loan Interest Period Selection initially delivered by facsimile or e-mail transmissionfacsimile. If (A) the Borrower fails to notify the Administrative Agent of the next Interest Period for any LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(h) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR LoanSubparagraph 2.01(e), such LIBOR Loan(s) Loans shall automatically convert to Base Rate Loan(sLIBOR Loans having an Interest Period of thirty (30) at the end of days on the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify each Appropriate Lender of the contents of each Notice of Interest Period Selection.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower Borrowers for the a Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing shall be one, twoone (1), three (3) or six months (or, if all Appropriate Lenders agree, nine or 12 6) months); provided, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any Interest Period which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of a calendar month; and (C) no Interest Period for all or part of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall end after the Termination Date Maturity Date; (D) no Interest Period for the applicable Commitment. Notwithstanding the foregoing, the Borrower shall not select any LIBOR Loans until in the syndication Term Loan Borrowing shall end after a Term Loan Installment Date unless, after giving effect to such Interest Period, the aggregate principal amount of the Facilities Base Rate Loans and all LIBOR Loans of the Term Loan Borrowing having Interest Periods ending on or prior to such Term Loan Installment Date equals or exceeds the principal payment on the Term Loan Borrowing due on such Term Loan Installment Date; and (E) no LIBOR Loan shall have been completed as separately agreed by be made or continued for an additional Interest Period after the occurrence and between during the Lead Arranger and the Borrowercontinuance of an Event of Default. (ii) The Borrower Borrowers shall notify the Administrative Agent of the Borrowers’ selection of a new Interest Period for a Borrowing by an irrevocable written notice substantially in the form of Exhibit C, duly executed by an Officer of the Borrower and appropriately completed C (a “Notice of Interest Period Selection”), duly executed by a Responsible Officer of the Borrowers and appropriately completed (or shall notify the Administrative Agent by telephone, to be promptly confirmed by the delivery to the Administrative Agent of a signed Notice of Interest Period Selection, which may be delivered by facsimile or e-mail), not later than 11:00 a.m. at least three (3) Business Days prior to the last day of each Interest Period for LIBOR Loans comprising all or part a Borrowing consisting of a Borrowing, of the Interest Period selected by the Borrower for the next succeeding Interest Period for such LIBOR Loans; provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Interest Period Selection shall be given by first-class mail or facsimile or by e-mail transmission containing a PDF of such signed and completed Notice of Interest Period Selection to the Administrative Agent at to the office or the facsimile number, number or e-mail address, and/or address and during the hours specified in Schedule IVSection 8.01; provided, however, that the Borrower shallthat, if requested by the Administrative Agent, the Borrowers shall promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Interest Period Selection initially delivered by facsimile or e-mail transmissionmail. If (A) the Borrower fails Borrowers shall fail to notify the Administrative Agent of the next Interest Period for any a Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(h2.01(f) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR Loan, such LIBOR Loan(s) shall automatically convert to Base Rate Loan(s) at the end of in Dollars on the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify each Appropriate Revolving Lender of the contents of each Notice of Interest Period SelectionSelection for the Revolving Loans and each Term Lender of the contents of each Notice of Interest Period Selection for the Term Loans.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower for the a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing shall be oneone (1), twotwo (2), three (3), six (6) or six nine (9) months or one (or, if all Appropriate Lenders agree, nine or 12 months)1) year; provided, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any Interest Period which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of a calendar month; and (C) no Interest Period for all or part of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall end after the Termination Date for the applicable Commitment. Notwithstanding the foregoing, the Borrower shall not select any LIBOR Loans until the syndication of the Facilities shall have been completed as separately agreed by and between the Lead Arranger and the BorrowerRevolving Loan Maturity Date. (ii) The Borrower shall notify the Administrative Agent Lender by an irrevocable written notice in the form of Exhibit C, duly executed by an Officer of the Borrower and appropriately completed (a “Notice of Revolving Loan Interest Period Selection”), not later than 11:00 9:00 a.m. at least three (3) Business Days prior to the last day of each Interest Period for a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing, of the Interest Period selected by the Borrower for the next succeeding Interest Period for such LIBOR Loans; provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Revolving Loan Interest Period Selection shall be given delivered by first-class mail or facsimile or e-mail transmission by email by a Responsible Officer of the Borrower to Lender to the Administrative Agent at the facsimile number, e-mail address, and/or number or email address and during the hours specified in Schedule IVSection 8.1; provided, however, that in the case of delivery by email, the Borrower shallshall promptly, if requested by the Administrative Agentand in any event within twenty-four hours after such email delivery, promptly deliver to the Administrative Agent by first-class mail the original Lender a facsimile of any such Notice of Revolving Loan Interest Period Selection initially delivered executed by the Responsible Officer of the Borrower who sent the email Notice of Revolving Loan Interest Period Selection; provided, however, Borrower’s failure to deliver a facsimile of such Notice of Revolving Loan Interest Period Selection shall not affect the validity, enforceability, conclusiveness, or binding affect on Borrower of the e-mail transmissionnotification. If (A) the Borrower fails to notify the Administrative Agent Lender of the next Interest Period for any a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(h2.1(e) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR Loan, such LIBOR Loan(s) shall automatically convert to Base Rate Loan(s) at the end of on the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify each Appropriate Lender of the contents of each Notice of Interest Period Selection.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower for the a LIBOR Loans comprising all or part of a Borrowing Loan shall be oneone (1), twotwo (2), three or (3), four (4), five (5), six months (or, if all Appropriate Lenders agree6), nine (9) or 12 months)twelve (12) months as Borrower may specify; provided, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any Interest Period which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of a calendar month; and (C) no Interest Period for all or part any Borrowing shall end after a Commitment Reduction Date, if, as a result of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowingselection of such Interest Period, the Outstanding Facilities Credit as applicable, of such Commitment Reduction Date shall exceed the Total Commitment as of such Commitment Reduction Date; and (D) no Interest Period shall end after the Termination Date for the applicable Commitment. Notwithstanding the foregoing, the Borrower shall not select any LIBOR Loans until the syndication of the Facilities shall have been completed as separately agreed by and between the Lead Arranger and the BorrowerMaturity Date. (ii) The Borrower shall notify the Administrative Agent by an irrevocable written notice in the form of Exhibit C, duly executed by an Officer of the Borrower and appropriately completed (a “"Notice of Interest Period Selection”"), not later than 11:00 a.m. at least three (3) Business Days prior to the last day of each Interest Period for LIBOR L113OR Loans comprising all or part of a Borrowing, of the Interest Period selected by the Borrower for the next succeeding Interest Period for such LIBOR Loans; provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Interest Period Selection shall be given by first-class mail or facsimile or e-mail transmission to the Administrative Agent at office or the facsimile number, e-mail address, and/or address number and during the hours specified in Schedule IVParagraph 8.01; provided, however, that the Borrower shall, if requested by the Administrative Agent, shall promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Interest Period Selection initially delivered by facsimile or e-mail transmissionfacsimile. If (A) the Borrower fails to notify the Administrative Agent of the next Interest Period for any LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(hSubparagraph 2.01(e) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR Loan, such LIBOR Loan(s) Loans shall automatically convert to Base Rate Loan(s) at the end of Loans on the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify each Appropriate Lender of the contents of each Notice of Interest Period Selection.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower Borrowers for the a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing shall be one, twoone (1), three (3) or six months (or, if all Appropriate Lenders agree, nine or 12 6) months); provided, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any Interest Period which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of a calendar month; and (C) no Interest Period for all or part of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall end after the Termination Date Maturity Date; (D) no LIBOR Loan shall be made or continued for an additional Interest Period after the applicable Commitment. Notwithstanding occurrence and during the foregoing, continuance of an Event of Default and (E) No LIBOR Loan shall be made which would cause the Borrower shall not select any sum of (1) the aggregate amount of all LIBOR Loans until having Interest Periods ending after any Reduction Date and (2) the syndication undrawn amount of Letters of Credit expiring after such Reduction Date to be in excess of the Facilities shall have been completed amount of the Total Revolving Loan Commitment, as separately agreed by and between the Lead Arranger and the Borrowerscheduled to be reduced pursuant to Section 2.04(b) on that Reduction Date. (ii) The Borrower Borrowers shall notify the Administrative Agent of the Borrowers’ selection of a new Interest Period for a Revolving Loan Borrowing by an irrevocable written notice substantially in the form of Exhibit C, duly executed by an Officer of the Borrower and appropriately completed C (a “Notice of Interest Period Selection”), duly executed by a Responsible Officer of the Borrowers and appropriately completed (or shall notify the Administrative Agent by telephone, to be promptly confirmed by the delivery to the Administrative Agent of a signed Notice of Interest Period Selection, which may be delivered by facsimile or e-mail), not later than 11:00 a.m. at least three (3) Business Days prior to the last day of each Interest Period for LIBOR Loans comprising all or part a Revolving Loan Borrowing consisting of a Borrowing, of the Interest Period selected by the Borrower for the next succeeding Interest Period for such LIBOR Loans; provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Interest Period Selection shall be given by first-class mail or facsimile or by e-mail transmission containing a PDF of such signed and completed Notice of Interest Period Selection to the Administrative Agent at to the office or the facsimile number, number or e-mail address, and/or address and during the hours specified in Schedule IVSection 8.01; provided, however, that the Borrower shallthat, if requested by the Administrative Agent, the Borrowers shall promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Interest Period Selection initially delivered by facsimile or e-mail transmissionmail. If (A) the Borrower fails Borrowers shall fail to notify the Administrative Agent of the next Interest Period for any a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(h2.01(f) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR Loan, such LIBOR Loan(s) shall automatically convert to Base Rate Loan(s) at the end of in Dollars on the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify each Appropriate Lender of the contents of each Notice of Interest Period SelectionSelection for the Revolving Loans.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower Borrowers for the a Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing shall be one, twoone (1), three (3) or six months (or, if all Appropriate Lenders agree, nine or 12 6) months); provided, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any Interest Period which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of a calendar month; and (C) no Interest Period for all or part of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall end after the Termination Date Maturity Date; (D) no Interest Period for the applicable Commitment. Notwithstanding the foregoing, the Borrower shall not select any LIBOR Loans until in the syndication Term Loan Borrowing shall end after a Term Loan Installment Date unless, after giving effect to such Interest Period, the aggregate principal amount of the Facilities Base Rate Loans and all LIBOR Loans of the Term Loan Borrowing having Interest Periods ending on or prior to such Term Loan Installment Date equals or exceeds the principal payment on the Term Loan Borrowing due on such Term Loan Installment Date; and (E) no LIBOR Loan shall have been completed as separately agreed by be made or continued for an additional Interest Period after the occurrence and between during the Lead Arranger and the Borrowercontinuance of an Event of Default. (ii) The Borrower Borrowers shall notify the Administrative Agent of the Borrowers’ selection of a new Interest Period for a Borrowing by an irrevocable written notice substantially in the form of Exhibit C, duly executed by an Officer of the Borrower and appropriately completed C (a “Notice of Interest Period Selection”), duly executed by a Responsible Officer of the Borrowers and appropriately completed (or shall notify the Administrative Agent by telephone, to be promptly confirmed by the delivery to the Administrative Agent of a signed Notice of Interest Period Selection, which may be delivered by facsimile or e-mail), not later than 11:00 a.m. at least three (3) Business Days prior to the last day of each Interest Period for LIBOR Loans comprising all or part a Borrowing consisting of a Borrowing, of the Interest Period selected by the Borrower for the next succeeding Interest Period for such LIBOR Loans; -56- 4159-4780-3173 ​ ​ ​ provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Interest Period Selection shall be given by first-class mail or facsimile or by e-mail transmission containing a PDF of such signed and completed Notice of Interest Period Selection to the Administrative Agent at to the office or the facsimile number, number or e-mail address, and/or address and during the hours specified in Schedule IVSection 8.01; provided, however, that the Borrower shallthat, if requested by the Administrative Agent, the Borrowers shall promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Interest Period Selection initially delivered by facsimile or e-mail transmissionmail. If (A) the Borrower fails Borrowers shall fail to notify the Administrative Agent of the next Interest Period for any a Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(h2.01(f) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR Loan, such LIBOR Loan(s) shall automatically convert to Base Rate Loan(s) at the end of in Dollars on the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify each Appropriate Revolving Lender of the contents of each Notice of Interest Period SelectionSelection for the Revolving Loans and each Term Lender of the contents of each Notice of Interest Period Selection for the Term Loans.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower for the a LIBOR Loans comprising all or part of a Borrowing Loan shall be oneone (1), twotwo (2), three (3) or six (6) months (oror with the consent of each Lender from time to time, if all Appropriate Lenders agree, nine any period of days seven (7) or 12 monthsgreater but less than one (1) month); provided, however, that (Ai) any Interest Period which would otherwise -------- ------- end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (Bii) any Interest Period (other than an Interest Period which is less than one (1) month) which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of a calendar month; and (Ciii) no Interest Period for all or part of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall end after the Termination Date for the applicable Commitment. Notwithstanding the foregoing, the Borrower shall not select any LIBOR Loans until the syndication of the Facilities shall have been completed as separately agreed by and between the Lead Arranger and the BorrowerRevolving Loan Maturity Date. (ii) The Borrower shall notify the Administrative Agent by an irrevocable written notice in the form of Exhibit CC-1, duly executed by an Officer of the Borrower and appropriately completed (a “"Notice ----------- of Revolving Loan Interest Period Selection”"), not later than 11:00 a.m. at least three (3) Business Days prior to the last day of each Interest Period for a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing, of the Interest Period selected by the Borrower for the next succeeding Interest Period for such LIBOR Loans; provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Revolving Loan Interest Period Selection shall be given by first-class mail or facsimile or e-mail transmission to the Administrative Agent at office or the facsimile number, e-mail address, and/or address number and during the hours specified in Schedule IVParagraph 8.01; provided, however, that the Borrower shall, if requested by the Administrative Agent, shall promptly -------------- -------- ------- deliver to the Administrative Agent by first-class mail the original of any Notice of Revolving Loan Interest Period Selection initially delivered by facsimile or e-mail transmissionfacsimile. If (A) the Borrower fails to notify the Administrative Agent of the next Interest Period for any a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(h) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR LoanSubparagraph 2.01(e), such LIBOR Loan(s) Loans shall automatically convert to Base Rate Loan(s) at the end of Loans on the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify each Appropriate Lender of the contents of each Notice of Interest Period Selection.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower for the LIBOR Loans comprising all or part of a Borrowing shall be one, two, three or six months (or, if all Appropriate Lenders agree, nine or 12 months); provided, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any Interest Period which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of a calendar month; and (C) no Interest Period for all or part of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall end after the Termination Date for the applicable Commitment. Notwithstanding the foregoing, the Borrower shall not select any LIBOR Loans until the syndication of the Facilities shall have been completed as separately agreed by and between the Lead Arranger and the Borrower. (ii) The Borrower shall notify the Administrative Agent by an irrevocable written notice in the form of Exhibit C, duly executed by an Officer of the Borrower and appropriately completed (a “Notice of Interest Period Selection”), not later than 11:00 a.m. at least three Business Days prior to the last day of each Interest Period for LIBOR Loans comprising all or part of a Borrowing, of the Interest Period selected by the Borrower for the next succeeding Interest Period for such LIBOR Loans; provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Interest Period Selection shall be given by first-class mail or facsimile or e-mail transmission to the Administrative Agent at the facsimile number, e-mail address, and/or address and during the hours specified in Schedule IVIV of the Disclosure Letter; provided, however, that the Borrower shall, if requested by the Administrative Agent, promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Interest Period Selection initially delivered by facsimile or e-mail transmission. If (A) the Borrower fails to notify the Administrative Agent of the next Interest Period for any LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(h) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR Loan, such LIBOR Loan(s) shall automatically convert to Base Rate Loan(s) at the end of the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify each Appropriate Lender of the contents of each Notice of Interest Period Selection.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower for the a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing shall be oneone (1), twotwo (2), three (3) or six months (or, if all Appropriate Lenders agree, nine or 12 6) months); provided, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any Interest Period which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of a calendar month; and (C) no Interest Period for all or part of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall end after the Termination Date for the applicable Commitment. Notwithstanding the foregoing, the Borrower shall not select any LIBOR Loans until the syndication of the Facilities shall have been completed as separately agreed by and between the Lead Arranger and the BorrowerRevolving Loan Maturity Date. (ii) The Borrower shall notify the Administrative Agent by an irrevocable written notice in the form of Exhibit C, duly executed by an Officer of the Borrower and appropriately completed (a “Notice of Revolving Loan Interest Period Selection”), not later than 11:00 9:00 a.m. at least three (3) Business Days prior to the last day of each Interest Period for a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing, of the Interest Period selected by the Borrower for the next succeeding Interest Period for such LIBOR Loans; provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Revolving Loan Interest Period Selection shall be given delivered by first-class mail or facsimile or e-mail transmission by email by a Responsible Officer of the Borrower to the Administrative Agent at to the facsimile number, e-mail address, and/or number or email address and during the hours specified in Schedule IVSection 8.01; provided, however, that in the case of delivery by email, the Borrower shallshall promptly, if requested by the Administrative Agentand in any event within twenty-four hours after such email delivery, promptly deliver to the Administrative Agent by first-class mail the original a facsimile of any such Notice of Revolving Loan Interest Period Selection initially delivered executed by facsimile or e-mail transmissionthe Responsible Officer of the Borrower who sent the email Notice of Revolving Loan Interest Period Selection. If (A) the Borrower fails to notify the Administrative Agent of the next Interest Period for any a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(h2.01(e) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR Loan, such LIBOR Loan(s) shall automatically convert to Base Rate Loan(s) at the end of on the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify each Appropriate Lender of the contents of each Notice of Interest Period Selection.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower Borrowers for the all LIBOR Loans comprising all or part of a Borrowing shall be one, two, three or six months (ormonths. Notwithstanding anything to the contrary in the preceding sentence, if all Appropriate Lenders agree, nine or 12 months); provided, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any Interest Period which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of the calendar month in which it would have ended if there were a numerically corresponding day in such calendar month; and (C) no Borrowers may not select Interest Periods which would leave a greater principal amount of Loans subject to Interest Periods ending after a date upon which Loans are or may be required to be repaid (including the Construction Loan Maturity Date, the Term Loan Maturity Date, and each Principal Repayment Date) than the principal amount of Loans scheduled to be outstanding after such date; (D) unless Term-Conversion has occurred, any Interest Period for all or part of a Construction Loan which would otherwise end after the Loans comprising Construction Loan Maturity Date shall end on the Construction Loan Maturity Date; (E) any Interest Period for a Term Loan which would otherwise end after the Term Loan Maturity Date shall end on the Term Loan Maturity Date; (F) any Interest Period for a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall which would otherwise end after the Termination Revolving Loan Maturity Date for shall end on the applicable Commitment. Notwithstanding the foregoing, the Borrower shall not select any Revolving Loan Maturity Date; (G) LIBOR Loans until the syndication of the Facilities shall have been completed as separately agreed by and between the Lead Arranger and the Borrower. (ii) The Borrower shall notify the Administrative Agent by an irrevocable written notice in the form of Exhibit C, duly executed by an Officer of the Borrower and appropriately completed (a “Notice of Interest Period Selection”), not later than 11:00 a.m. at least three Business Days prior to the last day of for each Interest Period for LIBOR Loans comprising all shall be in the minimum amount of $1,000,000 or part an integral multiple of a Borrowing, of the $100,000 in excess thereof; (H) Borrowers may not at any time have outstanding more than five different Interest Period selected by the Borrower for the next succeeding Interest Period for such end-dates relating to LIBOR Loans; provided, however, that no LIBOR Loan and (I) Borrowers shall be continued select Types and Interest Periods for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Interest Period Selection shall be given by first-class mail or facsimile or e-mail transmission Term Loans corresponding to the Administrative Agent at "types" and "interest periods" used for floating rate payments in the facsimile numberSwap Agreement which hedge interest risk arising under the Term Loans so as to create, e-mail address, and/or address and during the hours specified in Schedule IV; provided, however, that the Borrower shall, if requested by the Administrative Agent, promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Interest Period Selection initially delivered by facsimile or e-mail transmission. If (A) the Borrower fails to notify the Administrative Agent of the next Interest Period for any LIBOR Loans comprising all or part of greatest extent possible, a Borrowing in accordance with this Section 2.01(h) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR Loan, such LIBOR Loan(s) shall automatically convert to Base Rate Loan(s) at the end of the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify each Appropriate Lender of the contents of each Notice of Interest Period Selectioncomplete hedge.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower Borrowers for the a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing shall be oneone (1), twotwo (2), three (3) or six months (or, if all Appropriate Lenders agree, nine or 12 6) months); provided, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any Interest Period which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of a calendar month; month and (C) no Interest Period for all or part of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall end after the Termination Date for the applicable Commitment. Notwithstanding the foregoing, the Borrower shall not select any LIBOR Loans until the syndication of the Facilities shall have been completed as separately agreed by and between the Lead Arranger and the BorrowerRevolving Loan Maturity Date. (ii) The Borrower Borrowers shall notify the Administrative Agent by an irrevocable written notice in the form of Exhibit C, duly executed by an Officer of the Borrower and appropriately completed (a “Notice of Revolving Loan Interest Period Selection”), not later than 11:00 a.m. at least three (3) Business Days prior to the last day of each Interest Period for a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing, of the Interest Period selected by the Borrower Borrowers for the next succeeding Interest Period for such LIBOR Loans; provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Revolving Loan Interest Period Selection shall be given by first-class mail or facsimile or e-mail transmission to the Administrative Agent at office or the facsimile number, e-mail address, and/or address number and during the hours specified in Schedule IV; provided, however, that the Borrower shall, if requested by the Administrative Agent, promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Interest Period Selection initially delivered by facsimile or e-mail transmissionSection 8.01. If (A) the Borrower Borrowers fails to notify the Administrative Agent of the next Interest Period for any a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(h2.01(e) or (B) an Event of Default has occurred and is continuing on the last date day of an Interest Period for any LIBOR Loan, such LIBOR Loan(s) shall automatically convert to Base Rate Loan(s) at the end of on the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify each Appropriate Lender of the contents of each Notice of Interest Period Selection.

LIBOR Loan Interest Periods. (i) The initial and each subsequent Interest Period selected by the Borrower for the a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing shall be one, two, three or six months (or, if all Appropriate Lenders agree, nine or 12 months); provided, however, that (A) any Interest Period which would otherwise end on a day which is not a Business Day shall be extended to the next succeeding Business Day unless such next Business Day falls in another calendar month, in which case such Interest Period shall end on the immediately preceding Business Day; (B) any Interest Period which begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of a calendar month; and (C) no Interest Period for all or part of the Loans comprising a Revolving Loan Borrowing or a Term Loan Borrowing, as applicable, shall end after the Termination Date for the applicable Commitment. Notwithstanding the foregoing, the Borrower shall not select any LIBOR Loans until the syndication of the Facilities shall have been completed as separately agreed by and between the Lead Arranger and the BorrowerRevolving Loan Maturity Date. (ii) The Borrower shall notify the Administrative Agent by an irrevocable written notice in the form of Exhibit CC hereto, duly executed by an Officer of the Borrower and appropriately completed (a “Notice of Revolving Loan Interest Period Selection”), not later than 11:00 9:00 a.m. at least three Business Days prior to the last day of each Interest Period for a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing, of the Interest Period selected by the Borrower for the next succeeding Interest Period for such LIBOR Loans; provided, however, that no LIBOR Loan shall be continued for an additional Interest Period after the occurrence and during the continuance of an Event of Default. Each Notice of Revolving Loan Interest Period Selection shall be given by first-class mail or facsimile or e-mail transmission to the Administrative Agent at the facsimile number, e-mail address, and/or address and during the hours specified in Schedule IVVII; provided, however, that the Borrower shall, if requested by the Administrative Agent, promptly deliver to the Administrative Agent by first-class mail the original of any Notice of Revolving Loan Interest Period Selection initially delivered by facsimile or e-mail transmission. If (A) the Borrower fails to notify the Administrative Agent of the next Interest Period for any a Revolving Loan Borrowing consisting of LIBOR Loans comprising all or part of a Borrowing in accordance with this Section 2.01(h2.01(e) or (B) an Event of Default has occurred and is continuing on the last date of an Interest Period for any LIBOR Loan, such LIBOR Loan(s) shall automatically convert to Base Rate Loan(s) at the end of the last day of the current Interest Period therefor. The Administrative Agent shall promptly notify each Appropriate Lender of the contents of each Notice of Revolving Loan Interest Period Selection.