Common use of Limitation of Requests and Elections Clause in Contracts

Limitation of Requests and Elections. Notwithstanding any other provision of this Agreement to the contrary, if, upon receiving a request for a Eurocurrency Advance, or a request for a continuation or conversion of a Eurocurrency Advance or a request for a conversion of a Alternate Base Rate Advance to a Eurocurrency Advance, (a) in the case of any Eurocurrency Advance, deposits in the relevant Permitted Currency for periods comparable to the Interest Period elected by the Borrower are not available to any Bank in the relevant interbank or secondary market, or (b) any Bank reasonably determines that the Eurocurrency Base Rate will not adequately and fairly reflect the cost to such Bank of making, funding or maintaining the related Eurocurrency Advance and such Bank has provided to the Agent and the Borrower a certificate prepared in good faith to that effect, or (c) by reason of national or international financial, political or economic conditions or by reason of any applicable law, treaty, rule or regulation (whether domestic or foreign) now or hereafter in effect, or the interpretation or administration thereof by any governmental authority charged with the interpretation or administration thereof, or compliance by any Bank with any directive of such authority (whether or not having the force of law), including without limitation exchange controls, it is impracticable, unlawful or impossible for any Bank (i) to make or fund the relevant Eurocurrency Advance or (ii) to continue such Eurocurrency Advance as a Eurocurrency Advance of the then existing type or (iii) to convert a Loan to such a Eurocurrency Advance, then the Borrower shall not be entitled, so long as such circumstances continue, to request a Eurocurrency Advance of the affected type or a continuation of or conversion to a Eurocurrency Advance of the affected type. In the event that such circumstances no longer exist, the Banks shall again honor requests, subject to this Agreement, for Eurocurrency Advances of the affected type and requests for continuations of and conversions to Eurocurrency Advances of the affected type.

Limitation of Requests and Elections. (a) Notwithstanding any other provision of this Agreement to the contrary, if, upon receiving a request for a Eurocurrency AdvanceFixed Rate Loan pursuant to Section 2.4, or a request for a continuation of a Fixed Rate Loan as a Fixed Rate Loan of the then existing type, or a request for conversion of a Eurocurrency Advance Fixed Rate Loan of one type to a Fixed Rate Loan of another type, or a request for a conversion of a Alternate Base Floating Rate Advance Loan to a Eurocurrency AdvanceFixed Rate Loan pursuant to Section 2.7, (ai) in the case of any Eurocurrency AdvanceEurodollar Rate Loan, deposits in the relevant Permitted Currency Dollars for periods comparable to the Interest Period elected by the Borrower Company are not available to any Bank in the relevant interbank or secondary market, or (bii) any Bank reasonably determines that the Eurocurrency Base Eurodollar Rate will not adequately and fairly reflect the cost to such any Bank of making, funding or maintaining the related Eurocurrency Advance and such Bank has provided to the Agent and the Borrower a certificate prepared in good faith to that effectEurodollar Rate Loan, or (ciii) by reason of national or international financial, political or economic conditions or by reason of any applicable law, treaty, rule or regulation (whether domestic or foreign) now or hereafter in effect, or the interpretation or administration thereof by any governmental authority charged with the interpretation or administration thereof, or compliance by any Bank with any guideline, request or directive of such authority (whether or not having the force of law), including without limitation exchange controls, it is impracticable, unlawful or impossible for any Bank (iA) to make or fund the relevant Eurocurrency Advance Fixed Rate Loan or (iiB) to continue such Eurocurrency Advance Fixed Rate Loan as a Eurocurrency Advance Fixed Rate Loan of the then existing type or (iiiC) to convert a Loan to such a Eurocurrency AdvanceFixed Rate Loan, then the Borrower Company shall not be entitled, so long as such circumstances continue, to request a Eurocurrency Advance Fixed Rate Loan of the affected type pursuant to Section 2.4 or a continuation of or conversion to a Eurocurrency Advance Fixed Rate Loan of the affected typetype pursuant to Section 2.7. In the event that such circumstances no longer exist, the Banks shall again honor requests, subject to this Agreement, for Eurocurrency Advances consider requests or Fixed Rate Loans of the affected type pursuant to Section 2.4, and requests for continuations of and conversions to Eurocurrency Advances Fixed Rate Loans of the affected typetype pursuant to Section 2.7. (b) Notwithstanding any other provision of this Agreement to the contrary and in order to give effect to the provisions of Section 3.1(b), the Company shall make requests for Fixed Rate Loans pursuant to Section 2.4, and requests for continuations of and conversions to Fixed Rate Loans pursuant to Section 2.7, such that, on each date that any scheduled principal payment is due with respect to the Term Loan pursuant to Section 3.1(a), either Floating Rate Loans, or Fixed Rate Loans having an Interest Period ending on such date, or any combination thereof, are outstanding on such date in an aggregate outstanding principal amount not less than the amount of such principal payment.

Limitation of Requests and Elections. Notwithstanding any other provision of this Agreement to the contrary, if, upon receiving a request for a Eurocurrency AdvanceRate Borrowing pursuant to Section 2.1(c) or 2.4, or a request for a continuation or conversion of a Eurocurrency Advance Rate Borrowing as a Eurocurrency Rate Borrowing, or a request for a conversion of a Alternate Base Floating Rate Advance Borrowing to a Eurocurrency AdvanceRate Borrowing pursuant to Section 2.7 or a request for a conversion of a Eurocurrency Rate Borrowing denominated in a Permitted Currency to a Eurocurrency Rate Borrowing denominated in another Permitted Currency, (ai) in the case of any Eurocurrency AdvanceRate Borrowing, deposits in the relevant Permitted Currency for periods comparable to the Eurocurrency Interest Period elected by the Borrower Company are not available to any a Bank in the relevant interbank or secondary market, or (bii) any Bank reasonably determines that the Eurocurrency Base Rate applicable interest rate will not adequately and fairly reflect the cost to such a Bank of making, funding or maintaining the related Eurocurrency Advance and such Bank has provided to the Agent and the Borrower a certificate prepared in good faith to that effect, Rate Borrowing or (ciii) by reason of national or international financial, political or economic conditions or by reason of any applicable law, treaty, rule or regulation (whether domestic or foreign) now or hereafter in effect, or the interpretation or administration thereof by any governmental authority charged with the interpretation or administration thereof, or compliance by any a Bank with any guideline, request or directive of such authority (whether or not having the force of law), including without limitation exchange controls, it is impracticable, unlawful or impossible for any (A) a Bank (i) to make or fund the relevant Eurocurrency Advance Rate Borrowing or (ii) to continue such Eurocurrency Advance Rate Borrowing as a Eurocurrency Advance of the then existing type Rate Borrowing or (iii) to convert a Loan Floating Rate Borrowing to such a Eurocurrency AdvanceRate Borrowing, or (B) the Company to make or a Bank to receive any payment under this Agreement at the place specified for payment hereunder or to freely convert any amount paid into Dollars at market rates of exchange or to transfer any amount paid or so converted to the address of its principal office specified in Section 8.2, then the Borrower Company shall not be entitled, so long as such circumstances continue, to request and the Banks shall not be obligated to make (so long as such circumstances exist) a Eurocurrency Advance of the affected type Rate Borrowing pursuant to Section 2.1(c) or 2.4 or a continuation of or conversion to a Eurocurrency Advance of the affected typeRate Borrowing pursuant to Section 2.7. In the event that such circumstances no longer exist, the Banks shall again honor requests, subject to this Agreement, consider requests for Eurocurrency Advances of the affected type Rate Borrowings pursuant to Section 2.1(c) or 2.4, and requests for continuations of and conversions to Eurocurrency Advances of the affected typeRate Borrowings pursuant to Section 2.7.