Common use of Limitation on Types of Loans Clause in Contracts

Limitation on Types of Loans. Anything herein to the contrary notwithstanding, if, on or prior to the determination of any Eurodollar Base Rate for any Interest Period: (a) the Administrative Agent determines, which determination shall be conclusive, that quotations of interest rates for the relevant deposits referred to in the definition of "Eurodollar Base Rate" in Section 1.01 hereof are not being provided in the relevant amounts or for the relevant maturities for purposes of determining rates of interest for Eurodollar Loans as provided herein; or (b) if the related Loans are Revolving Credit Loans, the Majority Revolving Credit Lenders, if the related Loans are Facility A Term Loans, the Majority Facility A Term Loan Lenders, if the related Loans are Facility B Term Loans, the Majority Facility B Term Loan Lenders, or if the related Loans are Incremental Facility Loans of any Series, the Majority Incremental Facility Lenders of such Series determine, which determination shall be conclusive, and notify the Administrative Agent that the relevant rates of interest referred to in the definition of "Eurodollar Base Rate" in Section 1.01 hereof upon the basis of which the rate of interest for Eurodollar Loans for such Interest Period is to be determined are not likely adequately to cover the cost to such Lenders of making or maintaining Eurodollar Loans for such Interest Period; then the Administrative Agent shall give the Company and each Lender prompt notice thereof and, so long as such condition remains in effect, the Lenders shall be under no obligation to make additional Eurodollar Loans, to Continue Eurodollar Loans or to Convert Base Rate Loans into Eurodollar Loans, and the Company shall, on the last day(s) of the then current Interest Period(s) for the outstanding Eurodollar Loans, either prepay such Loans or Convert such Loans into Base Rate Loans in accordance with Section 2.08 hereof.

Limitation on Types of Loans. Anything herein to the contrary notwithstanding, no more than six separate LIBO Rate Loans shall be outstanding at any one time, with, for purposes of this Section, all LIBO Rate Loans for the same Interest Period constituting one LIBO Rate Loan. Anything herein to the contrary notwithstanding, if, on or prior to the determination of any Eurodollar Base interest rate for any LIBO Rate Loan for any Interest PeriodPeriod therefor: (a) the Administrative Agent determines, determines (which determination shall be conclusive, absent manifest error) that quotations of interest rates for the relevant deposits referred to in the definition of "Eurodollar Base “LIBO Rate" ” in Section 1.01 hereof 1.2 are not being provided in the relevant amounts or for the relevant maturities for purposes of determining rates the rate of interest for Eurodollar Loans such Loan as provided hereinin this Agreement; or (b) if the related Loans are Revolving Credit Loans, the Majority Revolving Credit Lenders, if the related Loans are Facility A Term Loans, the Majority Facility A Term Loan Lenders, if the related Loans are Facility B Term Loans, the Majority Facility B Term Loan Lenders, or if the related Loans are Incremental Facility Loans of any Series, the Majority Incremental Facility Lenders of such Series determine, Agent determines (which determination shall be conclusive, and notify the Administrative Agent absent manifest error) that the relevant rates of interest referred to in the definition of "Eurodollar Base “LIBO Rate" ” in Section 1.01 hereof 1.2 upon the basis of which the rate of interest for Eurodollar Loans such Loan for such Interest Period is to be determined are do not likely adequately to cover the cost to such the Lenders of making or maintaining Eurodollar Loans such Loan for such Interest Period; , then the Administrative Agent shall give the Company Borrower and each Lender the Lenders prompt notice thereof and, thereof; and so long as such condition remains in effect, the Lenders shall be under no obligation to make additional Eurodollar Loans, to Continue Eurodollar LIBO Rate Loans or to Convert convert Base Rate Loans into Eurodollar LIBO Rate Loans, and the Company Borrower shall, on the last day(s) day of the then current Interest Period(s) Period for the each outstanding Eurodollar LoansLIBO Rate Loan, either prepay such Loans LIBO Rate Loan or Convert convert such Loans Loan into a LIBO Rate Loan with amounts and maturities for which quotations are provided, or convert such Loan into a Base Rate Loans Loan in accordance with the provisions of Section 2.08 hereof2.12.

Limitation on Types of Loans. Anything herein to the contrary notwithstanding, if, If on or prior to the determination first day of any Eurodollar Base Rate Interest Period for any Interest PeriodFixed Rate Loan: (a) the Administrative applicable Facility Agent determines, in the Facility in which such Fixed Rate Loan is to be made or continued or converted determines (which determination shall be conclusive, ) that quotations by reason of interest rates for circumstances affecting the relevant deposits referred to in market, adequate and reasonable means do not exist for ascertaining the definition of "Eurodollar Base Rate or Multicurrency Rate" in Section 1.01 hereof are not being provided in , as the relevant amounts or case may be, for the relevant maturities for purposes of determining rates of interest for Eurodollar Loans as provided hereinsuch Interest Period; or (b) if the related Loans are Revolving Credit Loans, Requisite Class Lenders in the Majority Revolving Credit Lenders, if the related Loans are Facility A Term Loans, the Majority Facility A Term in which such Fixed Rate Loan Lenders, if the related Loans are Facility B Term Loans, the Majority Facility B Term Loan Lenders, is to be made or if the related Loans are Incremental Facility Loans of any Series, the Majority Incremental Facility Lenders of such Series determine, continued or converted determine (which determination shall be conclusive, ) and notify the Administrative applicable Facility Agent and Global Agent that (i) the relevant rates Eurodollar Rate will not adequately and fairly reflect the cost to Lenders in such Facility of interest referred to in the definition of "Eurodollar Base Rate" in Section 1.01 hereof upon the basis of which the rate of interest for Eurodollar funding Fixed Rate Loans for such Interest Period is to be determined are or (ii) that the Multicurrency Rate does not likely adequately to cover represent, in the case of Multicurrency Facility Lenders, the effective cost to such those Lenders for deposits in the applicable Multicurrency of making or maintaining Eurodollar Loans comparable amounts for such the applicable Interest Period; then the Administrative applicable Facility Agent shall give the Company and each Lender prompt notice thereof andspecifying the relevant Type of Loans and the relevant amounts or periods, and so long as such condition remains in effect, the applicable Lenders in such Facility or Facilities shall be under no obligation to make additional Eurodollar LoansLoans of such Type, to Continue Eurodollar continue Loans of such Type, or to Convert Base Rate convert Loans of any other Type into Eurodollar Loans, Loans of such Type and the Company shall, on the last day(s) of the then current Interest Period(s) for the outstanding Eurodollar LoansLoans of the affected Type, either prepay repay such Loans or Convert convert such Loans into Base Rate Loans another Type of Loan in accordance with Section 2.08 hereofthe terms of this Agreement.

Limitation on Types of Loans. Anything herein to the contrary notwithstanding, no more than five separate Loans shall be outstanding at any one time, with, for purposes of this Section, all Floating Rate Loans constituting one Loan, and all LIBO Rate Loans for the same Interest Period constituting one Loan. Anything herein to the contrary notwithstanding, if, on or prior to the determination of any Eurodollar Base interest rate for any LIBO Rate Loan for any Interest PeriodPeriod therefor: (a) the Administrative Agent determines, Lender determines (which determination shall be conclusive, ) that quotations of interest rates for the relevant deposits referred to in the definition of "Eurodollar Base LIBO Rate" in Section 1.01 hereof 1.2 are not being provided in the relevant amounts or for the relevant maturities for purposes of determining rates the rate of interest for Eurodollar Loans such Loan as provided hereinin this Agreement; or (b) if the related Loans are Revolving Credit Loans, the Majority Revolving Credit Lenders, if the related Loans are Facility A Term Loans, the Majority Facility A Term Loan Lenders, if the related Loans are Facility B Term Loans, the Majority Facility B Term Loan Lenders, or if the related Loans are Incremental Facility Loans of any Series, the Majority Incremental Facility Lenders of such Series determine, Lender determines (which determination shall be conclusive, and notify the Administrative Agent ) that the relevant rates of interest referred to in the definition of "Eurodollar Base LIBO Rate" in Section 1.01 hereof 1.2 upon the basis of which the rate of interest for Eurodollar Loans such Loan for such Interest Period is to be determined are do not likely adequately to cover accurately reflect the cost to such Lenders the Lender of making or maintaining Eurodollar Loans such Loan for such Interest Period; , then the Administrative Agent Lender shall give the Company and each Lender Borrower prompt notice thereof and, thereof; and so long as such condition remains in effect, the Lenders Lender shall be under no obligation to make additional Eurodollar Loans, to Continue Eurodollar LIBO Rate Loans or to Convert Base convert Loans of any other type into LIBO Rate Loans into Eurodollar Loans, and the Company Borrower shall, on the last day(s) day of the then current Interest Period(s) Period for the each outstanding Eurodollar LoansLIBO Rate Loan, either prepay such Loans or Convert such Loans into Base LIBO Rate Loans in accordance with Section 2.08 hereof.Loan

Limitation on Types of Loans. Anything herein to the contrary notwithstanding, if, on or prior to the determination of any Eurodollar Base Rate for any Interest Period: (a) the Administrative Agent determines, which determination shall be conclusive, that quotations of interest rates for the relevant deposits referred to in the definition of "Eurodollar Base Rate" in Section 1.01 hereof are not being provided in the relevant amounts or for the relevant Credit Agreement maturities for purposes of determining rates of interest for Eurodollar Loans as provided herein; or (b) if the related with respect to Loans are Revolving Credit Loansof any Class, the Majority Revolving Credit Lenders, if the related Loans are Facility A Term Loans, the Majority Facility Tranche A Term Loan Lenders or the Majority Tranche C Lenders, if as the related Loans are Facility B Term Loanscase may be, the Majority Facility B Term Loan Lenders, or if the related Loans are Incremental Facility Loans of any Series, the Majority Incremental Facility Lenders of such Series determine, which determination shall be conclusive, and notify the Administrative Agent that the relevant rates of interest referred to in the definition of "Eurodollar Base Rate" in Section 1.01 hereof upon the basis of which the rate of interest for Eurodollar Loans of such Class for such Interest Period is to be determined are not likely adequately to cover the cost to such Lenders of making or maintaining Eurodollar Loans for such Interest Period; then the Administrative Agent shall give the Company Borrower and each Lender prompt notice thereof andthereof, and so long as such condition remains in effect, the Lenders shall be under no obligation to make additional Eurodollar Loans, to Continue Eurodollar Loans or to Convert Base Rate Loans into Eurodollar Loans, Loans and the Company Borrower shall, on the last day(s) of the then current Interest Period(s) for the outstanding Eurodollar Loans, either prepay such Loans or Convert such Loans into Base Rate Loans in accordance with Section 2.08 hereof.

Limitation on Types of Loans. Anything herein to the contrary notwithstanding, if, on or prior to the determination of any Eurodollar LIBOR Base Rate for any Interest PeriodPeriod for any Eurodollar Loans or determination of the Fed Funds Rate for any Fed Funds Rate Loans: (a) the Administrative Agent determines, determines (which determination shall be conclusive, ) that quotations of interest rates for the relevant deposits referred to in the definition of "Eurodollar “LIBOR Base Rate" in Section 1.01 hereof ” or “Fed Funds Rate,” as the case may be, are not being provided in the relevant amounts or for the relevant maturities for purposes of determining rates of interest the LIBOR Base Rate for Eurodollar Loans such Interest Period or the Fed Funds Rate for such day, as the case may be, as provided herein; or (b) if the related Loans are Revolving Credit Loans, the Majority Revolving Credit Lenders, if the related Loans are Facility A Term Loans, the Majority Facility A Term Loan Lenders, if the related Loans are Facility B Term Loans, the Majority Facility B Term Loan Lenders, or if the related Loans are Incremental Facility Loans of any Series, the Majority Incremental Facility Lenders of such Series determine, Bank determines (which determination shall be conclusive, ) and notify notifies the Administrative Agent that the relevant rates of interest referred to in the definition of "Eurodollar (i) ”LIBOR Base Rate" in Section 1.01 hereof upon the basis of which the rate of interest for Eurodollar Loans ” for such Interest Period is to be determined are not likely to adequately to cover the cost to such Lenders Bank of making or maintaining its Eurodollar Loans Loan for such Interest PeriodPeriod or (ii) “Fed Funds Rate” are not likely to adequately cover the cost of such Bank of making or maintaining its Fed Funds Rate Loans; then with respect to Loans of the Administrative affected type, the Agent shall give the Company Borrower and each Lender Bank prompt notice thereof andthereof, and so long as such condition remains in effect, the Lenders affected Banks shall be under no obligation to make additional Eurodollar Loans, to or Continue Eurodollar Loans or to Convert Base Rate Loans into Eurodollar Loans, of the affected type and the Company shall, Borrower shall either prepay (on the last day(s) day of the then current Interest Period(s) Period for the any outstanding Eurodollar Loans, either prepay ) each affected Bank’s Loans of the affected type or Convert (on the last day of the current Interest Period for any outstanding Eurodollar Loans) such Loans or Convert such Loans into Base Rate Loans to a type which are not so affected in accordance with Section 2.08 2.4 hereof.

Limitation on Types of Loans. Anything herein (a) Subject to the contrary notwithstandingclauses (b), if(c), on or (d), (e), (f) and (g) of this Section 5.2, if prior to the determination commencement of any Interest Period for a Eurodollar Base Rate for any Interest Period: Loan: (ai) the Administrative Agent determines, determines (which determination shall be conclusive, ) that quotations by reason of interest rates for circumstances affecting the relevant deposits referred to in market, adequate and reasonable means do not exist for ascertaining the definition of "Eurodollar Base Rate" in Section 1.01 hereof are not being Rate for such Interest Period; provided in that no Benchmark Transition Event shall have occurred at such time; or (ii) the relevant amounts or for the relevant maturities for purposes of determining rates of interest for Eurodollar Loans as provided herein; or Required Lenders determine (b) if the related Loans are Revolving Credit Loans, the Majority Revolving Credit Lenders, if the related Loans are Facility A Term Loans, the Majority Facility A Term Loan Lenders, if the related Loans are Facility B Term Loans, the Majority Facility B Term Loan Lenders, or if the related Loans are Incremental Facility Loans of any Series, the Majority Incremental Facility Lenders of such Series determine, which determination shall be conclusive, ) and notify the Administrative Agent that the relevant rates of interest referred to in the definition of "Eurodollar Base Rate" in Section 1.01 hereof upon the basis of which the rate of interest for Eurodollar Loans for such Interest Period is to be determined are Rate will not likely adequately to cover and fairly reflect the cost to such the Lenders of making or maintaining funding Eurodollar Rate Loans for such Interest Period; then the Administrative Agent shall give the Company and each Lender Borrower prompt notice thereof andspecifying the relevant Type of Loans and the relevant amounts or periods, and so long as such condition remains in effect, the Lenders shall be under no obligation to make additional Eurodollar LoansLoans of such Type, to Continue Eurodollar Loans of such Type or to Convert Base Rate Loans of any other Type into Eurodollar LoansLoans of such Type, and the Company Borrower shall, on the last day(s) of the then current Interest Period(s) for the outstanding Eurodollar LoansLoans of the affected Type, either prepay such Loans such (b) Notwithstanding anything to the contrary herein or Convert such Loans into Base Rate Loans in any other Loan Document, if a Benchmark Transition Event or an Early Opt-in Election, as applicable, and its related Benchmark Replacement Date have occurred prior to the Reference Time in respect of any setting of the then-current Benchmark, then (x) if a Benchmark Replacement is determined in accordance with clause (1) or (2) of the definition of “Benchmark Replacement” for such Benchmark Replacement Date, such Benchmark Replacement will replace such Benchmark for all purposes hereunder and under any Loan Document in respect of such Benchmark setting and subsequent Benchmark settings without any amendment to, or further action or consent of any other party to, this Agreement or any other Loan Document and (y) if a Benchmark Replacement is determined in accordance with clause (3) of the definition of “Benchmark Replacement” for such Benchmark Replacement Date, such Benchmark Replacement will replace such Benchmark for all purposes hereunder and under any Loan Document in respect of any Benchmark setting at or after 5:00 p.m. (New York City time) on the fifth (5th) Business Day after the date notice of such Benchmark Replacement is provided to the Lenders without any amendment to, or further action or consent of any other party to, this Agreement or any other Loan Document so long as the Agent has not received, by such time, written notice of objection to such Benchmark Replacement from Lenders comprising the Required Lenders. (c) In connection with the implementation of a Benchmark Replacement, the Agent will have the right to make Benchmark Replacement Conforming Changes from time to time and, notwithstanding anything to the contrary herein or in any other Loan Document, any amendments implementing such Benchmark Replacement Conforming Changes will become effective without any further action or consent of any other party to this Agreement or any other Loan Document. (d) The Agent will promptly notify the Borrower and the Lenders of (i) any Benchmark Replacement Date or an Early Opt-in Election, as applicable, and its related Benchmark Replacement, (ii) the effectiveness of any Benchmark Replacement Conforming Changes, (iii) the removal or reinstatement of any tenor of a Benchmark pursuant to clause (d) below and (iv) the commencement of any Benchmark Unavailability Period. For the avoidance of doubt, any notice required to be delivered by the Agent as set forth in this Section 2.08 hereof5.2 may be provided, at the option of the Agent (in its sole discretion), in one of more notices and may be delivered together with, or as part of any amendment which implements any Benchmark Replacement or Benchmark Replacement Conforming Changes. Any determination, decision or election that may be made by the Agent or, if applicable, any Lender (or group of Lenders) pursuant to this Section 5.2 including any determination with respect to a tenor, rate or adjustment or of the occurrence or non-occurrence of an event, circumstance or date and any decision to take or refrain from taking any action or any selection, will be conclusive and binding absent manifest error and may be made in its or their sole discretion and without consent from any other party to this Agreement or any other Loan Document, except, in each case, as expressly required pursuant to this Section 5.2. (e) Notwithstanding anything to the contrary herein or in any other Loan Document, at any time (including in connection with the implementation of a Benchmark

Limitation on Types of Loans. Anything herein to the contrary notwithstanding, if, on or prior to the determination of any Eurodollar Base Rate for any Interest Period: , (ai) the Administrative Agent Lender determines, which determination shall be conclusiveconclusive absent manifest error, that quotations or offerings of interest rates for the relevant deposits referred to in the definition of "Eurodollar Base Rate" in Section 1.01 hereof are not being provided offered or made available in the relevant amounts or for the relevant maturities for purposes of determining rates of interest for Eurodollar Loans as provided herein; or (b) if the related Loans are Revolving Credit Loans, the Majority Revolving Credit Lenders, if the related Loans are Facility A Term Loans, the Majority Facility A Term Loan Lenders, if the related Loans are Facility B Term Loans, the Majority Facility B Term Loan Lenders, or if (ii) the related Loans are Incremental Facility Loans of any Series, the Majority Incremental Facility Lenders of such Series determine, Lender determines (which determination shall be conclusive, and notify the Administrative Agent conclusive absent manifest error) that the relevant rates of interest referred to in the definition of 31 37 "Eurodollar Base Rate" in Section 1.01 hereof upon the basis of which the rate of interest for Eurodollar Loans for such Interest Period is to be determined determined, are not likely adequately to cover adequately the cost to such Lenders the Lender of making or maintaining Eurodollar Loans for such Interest Period; , then the Administrative Agent Lender shall give telecopy or telephonic notice thereof to the Company and each Lender prompt as soon as practicable thereafter. If such notice thereof and, so long as such condition remains in effect, the Lenders shall be under no obligation to make additional is given (A) any Eurodollar Loans, as the case may be, requested to Continue Eurodollar Loans or to Convert be made on the first day of such Interest Period shall be made as Base Rate Loans into and (B) any Loans that were to have been Converted to or Continued as Eurodollar Loans on the first day of such Interest Period shall be Converted to or Continued as Base Rate Loans. Until such notice has been withdrawn by the Lender, no further Eurodollar Loans, and as the case may be, shall be made or continued as such, nor shall the Company shall, on have the last day(s) of the then current Interest Period(s) for the outstanding right to convert Loans to Eurodollar Loans, either prepay such Loans or Convert such Loans into Base Rate Loans in accordance with Section 2.08 hereofas the case may be.

Limitation on Types of Loans. Anything herein to the contrary notwithstanding, if, If on or prior to the determination first day of any Eurodollar Base Rate Interest Period for any Interest PeriodFixed Rate Loan: (a) the Administrative Agent determines, reasonably determines (which determination shall be conclusive, conclusive absent manifest error) that quotations by reason of interest rates for circumstances affecting the relevant deposits referred to in market, adequate and reasonable means do not exist for ascertaining the definition of "Eurodollar Base Rate or Offshore Rate" in Section 1.01 hereof are not being provided in , as the relevant amounts or case may be, for the relevant maturities for purposes of determining rates of interest for Eurodollar Loans as provided hereinsuch Interest Period; or (b) if the related Loans are Revolving Credit Loans, the Majority Revolving Credit Lenders, if the related Loans are Facility A Term Loans, the Majority Facility A Term Loan Lenders, if the related Loans are Facility B Term Loans, the Majority Facility B Term Loan Lenders, or if the related Loans are Incremental Facility Loans of any Series, the Majority Incremental Facility Lenders of such Series determine, Agent reasonably determines (which determination shall be conclusive, conclusive absent manifest error) that (i) the Eurodollar Rate will not adequately and notify fairly reflect the Administrative Agent that cost to the relevant rates Lenders in such Facility of interest referred to in the definition of "Eurodollar Base Rate" in Section 1.01 hereof upon the basis of which the rate of interest for Eurodollar funding Fixed Rate Loans for such Interest Period is to be determined are or (ii) that the Offshore Rate does not likely adequately to cover represent, in the case of any Offshore Facility Lender, the effective cost to such Lenders Offshore Facility Lender for deposits in the Applicable Currency of making or maintaining Eurodollar Loans comparable amounts for such the applicable Interest Period; then the Administrative Agent shall give the Company and each Lender Applicable Borrowers prompt notice thereof andspecifying the relevant Type of Loans and the relevant amounts or periods, and so long as such condition remains in effect, the Applicable Lenders in such Facility or Facilities shall be under no obligation to make additional Eurodollar LoansLoans of such Type, to Continue Eurodollar Loans of such Type, or to Convert Base Rate Loans of any other Type into Eurodollar Loans, Loans of such Type and the Company Applicable Borrower shall, on the last day(s) of the then current Interest Period(s) for the outstanding Eurodollar LoansLoans of the affected Type, either prepay repay such Loans or Convert such Loans into Base Rate Loans another Type of Loan in accordance with Section 2.08 hereofthe terms of this Agreement.

Limitation on Types of Loans. Anything herein to the contrary notwithstanding, if, on or prior to the determination of any Eurodollar Base Rate for any Interest Period: (a) the Administrative Agent determines, determines (which determination shall be conclusive, ) that quotations of interest rates for the relevant deposits referred to in the definition of "Eurodollar Fixed Base Rate" in Section 1.01 hereof 1.1 are not being provided in the relevant amounts or for the relevant maturities for purposes of determining rates the rate of interest for Eurodollar any type of Eurocurrency Loans as provided hereinin this Agreement; or (b) if the related Loans are Revolving Credit Loans, the Majority Revolving Credit Lenders, if the related Loans are Facility A Term Loans, the Majority Facility A Term Loan Lenders, if the related Loans are Facility B Term Loans, the Majority Facility B Term Loan Lenders, or if the related Loans are Incremental Facility Loans of any Series, the Majority Incremental Facility Lenders of such Series determine, Required Banks determine (which determination shall be conclusive, ) and notify the Administrative Agent that the relevant rates of interest referred to in the definition of "Eurodollar Fixed Base Rate" in Section 1.01 hereof 1.1 upon the basis of which the rate of interest for Eurodollar any type of Eurocurrency Loans for such Interest Period is to be determined are do not likely adequately to cover the cost to such Lenders the Banks of making or maintaining Eurodollar such Loans; or (c) in the case of Eurocurrency Loans denominated in an Alternative Currency, any Bank shall determine (which determination shall be conclusive) and notify the Administrative Agent that the relevant Alternative Currency is not available in the relevant amounts or for the relevant period, or that a change in national or international controls has occurred which would, in the opinion of such Bank, make it impracticable for such Interest PeriodBank to make, fund or maintain its Eurocurrency Loans to be made 35 30 in such Alternative Currency or for such Borrower to pay the principal of or interest on such Eurocurrency Loans as provided in this Agreement; then the Administrative Agent shall give the Company Borrowers and each Lender Bank prompt notice thereof andthereof, and so long as such condition remains in effect, the Lenders Banks shall be under no obligation to make additional Eurodollar Loans, to Continue Eurodollar or renew Loans of such type or to Convert Base Rate convert Loans of any other type into Eurodollar Loans, Loans of such type and the Company Borrower shall, on the last day(s) of the then current Interest Period(s) for the outstanding Eurodollar LoansLoans of the affected type, either prepay such Loans or Convert convert such Loans into Base Rate another type of Loans in accordance with Section 2.08 hereof2.6.

Limitation on Types of Loans. Anything herein to the contrary notwithstanding, if, on or prior to the determination of any Eurodollar Base Rate for any Interest Period: (a) the Administrative Agent determines, which determination shall be conclusive, that quotations of interest rates for the relevant deposits referred to in the definition of "Eurodollar Base Rate" in Section 1.01 hereof are not being provided in the relevant amounts or for the relevant maturities for purposes of determining rates of interest for Eurodollar Loans as provided herein; or (b) if the related Loans are Revolving Credit Loans, the Majority Revolving Credit LendersLenders or, if the related Loans are Facility A Term Loans, the Majority Facility A Term Loan Lenders, if the related Loans are Facility B Term Loans, the Majority Facility B Term Loan Lenders, or if the related Loans are Incremental Facility Loans of any Series, the Majority Incremental Facility Lenders of such Series determine, which determination shall be conclusive, and notify the Administrative Agent that the relevant rates of interest referred to in the definition of "Eurodollar Base Rate" in Section 1.01 hereof upon the basis of which the rate of interest for Eurodollar Loans for such Interest Period is to be determined are not likely adequately to cover the cost to such Lenders of making or maintaining Eurodollar Loans for such Interest Period; then the Administrative Agent shall give the Company and each Lender prompt notice thereof and, so long as such condition remains in effect, the Lenders shall be under no obligation to make additional Eurodollar Loans, to Continue Eurodollar Loans or to Convert Base Rate Loans into Eurodollar Loans, and the Company shall, on the last day(s) of the then current Interest Period(s) for the outstanding Eurodollar Loans, either prepay such Loans or Convert such Loans into Base Rate Loans in accordance with Section 2.08 hereof.

Limitation on Types of Loans. (a) Anything herein to the contrary notwithstanding, if, on or prior to the determination of any the Eurodollar Base Rate for any Interest Period: (ai) the Administrative U.S. Agent determines, which determination shall be conclusive, that quotations of interest rates for the relevant deposits referred to in the definition of "Eurodollar Base Rate" in Section 1.01 hereof are not being provided in the relevant amounts or for the relevant maturities for purposes of determining rates of interest for U.S. Eurodollar Loans as provided herein; or (bii) if the related Loans are Revolving Credit Loans, the Majority Revolving Credit Lenders, if the related Loans are Facility A Term Loans, the Majority Facility A Term Loan Lenders, if the related Loans are Facility B Term Loans, the Majority Facility B Term Loan Lenders, or if the related Loans are Incremental Facility Loans of any Series, the Majority Incremental Facility Lenders of such Series U.S. Banks determine, which determination shall be conclusive, and notify the Administrative U.S. Agent that the relevant rates of interest referred to in the definition of "Eurodollar Base Rate" in Section 1.01 hereof upon the basis of which the rate of interest for U.S. Eurodollar Loans for such Interest Period is to be determined are not likely adequately to be adequate to cover the cost to such Lenders U.S. Banks of making or maintaining Eurodollar Loans for such Interest Period; then the Administrative U.S. Agent shall give the Company and each Lender U.S. Bank prompt notice thereof and, so long as such condition remains in effect, the Lenders such Banks shall be under no obligation to make additional Eurodollar Loans, to Continue Eurodollar Loans or to Convert Base Rate Loans into Eurodollar Loans, and the Company shall, on the last day(s) of the then current Interest Period(s) for the outstanding Eurodollar Loans, either prepay such Loans or Convert such Loans into Base Rate Loans in accordance with Section 2.08 2.09 hereof. (b) Anything herein to the contrary notwithstanding, if: (i) the Canadian Agent determines, which determination shall be conclusive, that quotations of interest rates for the relevant deposits referred to in the definition of "Eurodollar Base Rate" in Section 1.01 hereof are not being provided in the relevant amounts or for the relevant maturities for purposes of determining rates of interest for Canadian Eurodollar Loans as provided herein; or (ii) the Majority Canadian Banks determine, which determination shall be conclusive, and notify the Canadian Agent that (A) the relevant rates of interest referred to in the definition of "Eurodollar Base Rate" in Section 1.01 hereof upon the basis of which the rate of interest for Canadian Eurodollar Loans for such Interest Period is to be determined are not likely to be adequate to cover the cost to such Canadian Banks of making or maintaining Eurodollar Loans for such Interest Period; (B) by reason of circumstances affecting financial markets inside or outside Canada, deposits of U.S. Dollars are unavailable to the Canadian Banks in such markets; or (C) the making or Continuation of any Eurodollar Loan has been made impracticable:

Limitation on Types of Loans. Anything herein to the contrary notwithstanding, if, on or prior to the determination of any Eurodollar Base Eurocurrency Rate for any Interest Period: (a) the Administrative Agent determines, which determination shall be conclusive, that quotations of interest rates for the relevant deposits in the relevant Currency referred to in the definition of "Eurodollar Base Eurocurrency Rate" in Section 1.01 hereof are not being provided in the relevant amounts or for the relevant maturities for purposes of determining rates of interest for Eurodollar either Type of Fixed Rate Loans denominated in such Currency as provided herein; or (b) if the related Loans are Revolving Credit Loans, the Majority Revolving Credit Lenders, if the related Loans are Facility A Term Loans, the Majority Facility A Term Banks determine (or any Bank that has outstanding a Money Market Quote with respect to a LIBOR Market Loan Lenders, if the related Loans are Facility B Term Loans, the Majority Facility B Term Loan Lenders, or if the related Loans are Incremental Facility Loans of any Series, the Majority Incremental Facility Lenders of such Series determinedetermines), which determination shall be conclusive, and notify (or notifies, as the case may be) the Administrative Agent that the relevant rates of interest referred to in the definition of "Eurodollar Base Eurocurrency Rate" in Section 1.01 hereof upon the basis of which the rate of interest for Eurodollar Eurocurrency Loans denominated in such Currency (or LIBOR Market Loans, as the case may be) for such Interest Period is to be determined are not likely adequately to cover the cost to such Lenders Banks (or to such quoting Bank) of making or maintaining Eurodollar Eurocurrency Loans denominated in such Currency or LIBOR Market Loans, as the case may be, for such Interest Period; then the Administrative Agent shall give the Company and each Lender Bank prompt notice thereof and, so long as such condition remains in effect, the Lenders Banks (or such quoting Bank) shall be under no obligation to make additional Eurodollar LoansEurocurrency Loans denominated in such Currency (or the LIBOR Market Loan for which such Quote was made, as the case may be), to Continue Eurodollar Eurocurrency Loans denominated in such Currency or to Convert Base Rate Loans into Eurodollar Eurocurrency Loans, and the Company applicable Borrower shall, on the last day(s) day of the then current Interest Period(s) Period for the outstanding Eurodollar Eurocurrency Loans, either prepay such Loans or Convert such Loans into Base Rate Loans in accordance with Section 2.08 2.09 hereof.

Limitation on Types of Loans. Anything herein to the contrary notwithstanding, if, on or prior to the determination of any Eurodollar Fixed Base Rate for any Interest Period: (a) the Administrative Agent determines, which determination shall be conclusive, that quotations of interest rates for the relevant deposits referred to in the definition of "Eurodollar “Fixed Base Rate" ” in Section 1.01 hereof are not being provided in the relevant amounts or for the relevant maturities for purposes of determining rates of interest for Eurodollar Fixed Rate Loans as provided herein; or (b) if the related Loans are Revolving Credit Loans, the Majority Revolving Credit Lenders, if the related Loans are Facility A Term Loans, the Majority Facility A Term Banks determine (or any Bank that has outstanding a Money Market Quote with respect to a LIBOR Market Loan Lenders, if the related Loans are Facility B Term Loans, the Majority Facility B Term Loan Lenders, or if the related Loans are Incremental Facility Loans of any Series, the Majority Incremental Facility Lenders of such Series determinedetermines), which determination shall be conclusive, and notify (or notifies, as the case may be) the Administrative Agent that the relevant rates of interest referred to in the definition of "Eurodollar “Fixed Base Rate" ” in Section 1.01 hereof upon the basis of which the rate of interest for Eurodollar Loans (or LIBOR Market Loans, as the case may be) for such Interest Period is to be determined are not likely adequately to cover the cost to such Lenders Banks (or to such quoting Bank) of making or maintaining Eurodollar Loans (or LIBOR Market Loans, as the case may be) for such Interest Period; then the Administrative Agent shall give the Company Borrower and each Lender Bank prompt notice thereof and, so long as such condition remains in effect, the Lenders Banks (or such quoting Bank) shall be under no obligation to make additional Eurodollar Fixed Rate Loans, to Continue Eurodollar Loans or to Convert Base Rate Loans of any other Type into Eurodollar Loans, and the Company Borrower shall, on the last day(s) of the then current Interest Period(s) for the outstanding Eurodollar Loans, either prepay such Loans or Convert such Loans into Base Rate Loans another Type of Loan in accordance with Section 2.08 2.09 hereof.

Limitation on Types of Loans. Anything herein to the contrary notwithstanding, if, on or prior to the determination of any Eurodollar Base Rate for any Interest Period: (a) the Administrative Agent determines, which determination shall be conclusive, that quotations of interest rates for the relevant deposits referred to in the definition of "Eurodollar Base Rate" in Section 1.01 hereof are not being provided in the relevant amounts or for the relevant maturities for purposes of determining rates of interest for Eurodollar Loans or LIBOR Market Loans as provided herein; or (b) if the related Loans are Revolving Credit Loans, the Majority Revolving Credit LendersBanks or, if the related Loans are Facility A Term Loans, the Majority Facility A Term Banks determine (or any Bank that has outstanding a Money Market Quote with respect to a LIBOR Market Loan Lenders, if the related Loans are Facility B Term Loans, the Majority Facility B Term Loan Lenders, or if the related Loans are Incremental Facility Loans of any Series, the Majority Incremental Facility Lenders of such Series determinedetermines), which determination shall be conclusive, and notify (or notifies, as the case may be) the Administrative Agent that the relevant rates of interest referred to in the definition of "Eurodollar Base Rate" in Section 1.01 hereof upon the basis of which the rate of interest for Eurodollar Loans or LIBOR Market Loans, as the case may be, for such Interest Period is to be determined are not likely adequately to cover the cost to such Lenders Banks (or to such quoting Bank) of making or maintaining Eurodollar Loans for such Interest Period; then the Administrative Agent shall give the Company and each Lender Bank (or to such quoting Bank) prompt notice thereof and, so long as such condition remains in effect, the Lenders Banks shall be under no obligation to make additional Eurodollar Loans or LIBOR Market Loans, to Continue Eurodollar Loans or to Convert Base Rate Loans into Eurodollar Loans, and the Company shall, on the last day(s) of the then current Interest Period(s) for the outstanding Eurodollar Loans or LIBOR Market Loans, either prepay such Loans or Convert such Loans into Base Rate Loans in accordance with Section 2.08 2.11 hereof.

Limitation on Types of Loans. Anything herein to the contrary notwithstanding, if, on or prior to the determination of any Eurodollar Base Rate for any Interest Period: (a) the Administrative Agent determines, which determination shall be conclusive, that quotations of interest rates for the relevant deposits referred to in the definition of "Eurodollar Base Rate" in Section 1.01 hereof are not being provided in the relevant amounts or for the relevant maturities for purposes of determining rates of interest for Eurodollar Loans as provided herein; or (b) if the related Loans are Revolving Credit Loans, the Majority Revolving Credit Lenders, if the related Loans are Facility A Term Loans, the Majority Facility A Term Loan Lenders, if the related Loans are Facility B Term Loans, the Majority Facility B Term Loan Lenders, or if the related Loans are Incremental Facility Loans of any Series, the Majority Incremental Facility Lenders of such Series determine, which determination shall be conclusive, and notify the Administrative Agent that that (i) the relevant rates of interest referred to in the definition of "Eurodollar Base Rate" in Section 1.01 hereof upon the basis of which the rate of interest for Eurodollar Loans for such Interest Period is to be determined are not likely adequately to be adequate to cover the cost to such Lenders Lender of making or maintaining Eurodollar Loans for such Interest Period; (ii) by reason of circumstances affecting financial markets inside or outside Canada, deposits of U.S. Dollars are unavailable to the Lenders in such markets; or (iii) the making or continuation of any Eurodollar Loan has been made impracticable: (A) by the occurrence of a contingency (other than a mere increase in rates payable by the Lender to fund such Loan) which materially and adversely affects the funding of a Loan at any interest rate computed on the basis of Eurodollar Base Rate, or (B) by reason of: (i) any law or the interpretation or application thereof by any official body: (ii) compliance by the Lender with any guideline, official directive or request from any central bank or other official body (whether or not having the force of law); or (iii) a change since the date of this Agreement in any relevant financial market, which results in the Eurodollar Base Rate, as the case may be, no longer representing the effective cost to the Lender of deposits in such market for a relevant Interest Period or other applicable period; then the Administrative Agent shall give the Company and each Lender prompt notice thereof and, so long as such condition remains in effect, the Lenders shall be under no obligation to make additional Eurodollar Loans or U.S. Base Rate Loans, to Continue Eurodollar Loans or to Convert U.S. Base Rate Loans or to Convert Canadian Prime Loans, U.S. Base Rate Loans, BA Loans or Bankers' Acceptances into Eurodollar Loans or U.S. Base Rate Loans, depending upon which of those Loans is affected by such condition, and the Company shall, on the last day(s) of the then current Interest Period(s) for the outstanding Eurodollar Loans, either prepay such Loans or Convert such Loans into U.S. Base Rate Loans in accordance with Section 2.08 hereof2.10 hereof if making U.S. Base Rate Loans is not affected by such condition.

Limitation on Types of Loans. Anything herein to the contrary notwithstanding, if, on or prior to the determination of any Eurodollar Base Rate for any Interest Period: (a) the Administrative Agent determines, which determination shall be conclusive, that quotations of interest rates for the relevant deposits referred to in the definition of "Eurodollar Base Rate" in Section 1.01 hereof are not being provided in the relevant amounts or for the relevant maturities for purposes of determining rates of interest for Eurodollar Loans as provided herein; or (b) if the related Loans are Revolving Credit Loans, the Majority Revolving Credit LendersLenders or, if the related Loans are Facility A Term Loans, the Majority Facility A Term Loan Lenders, if the related Loans are Facility B Term Loans, the Majority Facility B Term Loan Lenders, or if the related Loans are Incremental Facility Loans of any Series, the Majority Incremental Facility Lenders of such Series determine, which determination shall be conclusive, and notify the Administrative Agent that the relevant rates of interest referred to in the definition of "Eurodollar Base Rate" in Section 1.01 hereof upon the basis of which the rate of interest for Eurodollar Loans for such Interest Period is to be determined are not likely adequately to cover the cost to such Lenders of making or maintaining Eurodollar Loans for such Interest Period; then the Administrative Agent shall give the Company Borrowers and each Lender prompt notice thereof and, so long as such condition remains in effect, the Lenders shall be under no obligation to make additional Eurodollar Loans, to Continue Eurodollar Loans or to Convert Base Rate ABR Loans into Eurodollar Loans, and the Company Borrowers shall, on the last day(s) of the then current Interest Period(s) for the outstanding Eurodollar Loans, either prepay such Loans or Convert such Loans into Base Rate ABR Loans in accordance with Section 2.08 2.09 hereof.

Limitation on Types of Loans. Anything herein to the contrary notwithstanding, if, on or prior to the determination deter- mination of any the Eurodollar Base Rate for any Interest Period:Period for any Eurodollar Loan; (a) the Administrative Agent determines, which determination de- termination shall be conclusive, that quotations of interest inter- est rates for the relevant deposits referred to in the definition of "Eurodollar Base Rate" in Section 1.01 hereof are not being provided in the relevant amounts or for the relevant maturities for purposes of determining rates of interest for Eurodollar Loans as provided herein; or (b) if the related Loans are Revolving Credit Loans, the Majority Revolving Credit LendersLenders or, if the related Loans are Facility A Term Loans, the Majority Facility A Term Loan Lenders, if the related Loans are or Facility B Term Loans, the Majority Facility A Lenders or Majority Facility B Term Loan Lenders, or if the related Loans are Incremental Facility Loans of any Seriesrespectively, the Majority Incremental Facility Lenders of such Series determine, which determination shall be conclusive, and notify the Administrative Agent that the relevant rates of interest referred to in the definition of "Eurodollar Base Rate" in Section 1.01 hereof upon the basis of which the rate of interest for Eurodollar Loans for such Interest Period is to be determined deter- mined are not likely adequately to cover the cost to such Lenders of making or maintaining Eurodollar Loans for such Interest Period; then the Administrative Agent shall give the Company and each Lender prompt notice thereof and, so long as such condition remains in effect, the Lenders shall be under no obligation to make additional Eurodollar Loans, to Continue Eurodollar Loans or to Convert Base Rate Loans of any other Type into Eurodollar Loans, and the Company shall, on the last day(s) of the then current Interest Period(s) for the outstanding Eurodollar Loans, either prepay such Loans or Convert such Loans into Base Rate Loans another Type of Loan in accordance with Section 2.08 2.09 hereof.

Limitation on Types of Loans. Anything herein to the contrary notwithstanding, no more than six separate LIBO Rate Loans shall be outstanding at any one time, with, for purposes of this Section, all LIBO Rate Loans for the same Interest Period constituting one LIBO Rate Loan. Anything herein to the contrary notwithstanding, if, on or prior to the determination of any Eurodollar Base interest rate for any LIBO Rate Loan for any Interest PeriodPeriod therefor: (a) the Administrative Agent determines, determines (which determination shall be conclusive, absent manifest error) that quotations of interest rates for the relevant deposits referred to in the definition of "Eurodollar Base “LIBO Rate" ” in Section 1.01 hereof 1.2 are not being provided in the relevant amounts or for the relevant maturities for purposes of determining rates the rate of interest for Eurodollar Loans such Loan as provided hereinin this Agreement; or (b) if the related Loans are Revolving Credit Loans, the Majority Revolving Credit Lenders, if the related Loans are Facility A Term Loans, the Majority Facility A Term Loan Lenders, if the related Loans are Facility B Term Loans, the Majority Facility B Term Loan Lenders, or if the related Loans are Incremental Facility Loans of any Series, the Majority Incremental Facility Lenders of such Series determine, Agent determines (which determination shall be conclusive, and notify the Administrative Agent absent manifest error) that the relevant rates of interest referred to in the definition of "Eurodollar Base “LIBO Rate" ” in Section 1.01 hereof 1.2 upon the basis of which the rate of interest for Eurodollar Loans such Loan for such Interest Period is to be determined are do not likely adequately to cover the cost to such the Lenders of making or maintaining Eurodollar Loans such Loan for such Interest Period; , then the Administrative Agent shall give the Company Borrowers and each Lender the Lenders prompt notice thereof and, thereof; and so long as such condition remains in effect, the Lenders shall be under no obligation to make additional Eurodollar Loans, to Continue Eurodollar LIBO Rate Loans or to Convert convert Base Rate Loans into Eurodollar LIBO Rate Loans, and the Company Borrowers shall, on the last day(s) day of the then current Interest Period(s) Period for the each outstanding Eurodollar LoansLIBO Rate Loan, either prepay such Loans LIBO Rate Loan or Convert convert such Loans Loan into a LIBO Rate Loan with amounts and maturities for which quotations are provided, or convert such Loan into a Base Rate Loans Loan in accordance with the provisions of Section 2.08 hereof2.12.

Limitation on Types of Loans. Anything herein to the contrary notwithstanding, if, on or If prior to the determination first day of any Eurodollar Base Rate for any Interest Period: (ai) the Administrative Agent determinesshall have determined (which determination shall be conclusive and binding absent manifest error) that adequate and reasonable means (including, without limitation, by means of an Interpolated Rate), do not exist for ascertaining the Eurocurrency Base Rate, the Eurocurrency Rate, the CDOR Rate or the BBSY Rate, as applicable, for such Interest Period (including, without limitation, because the Eurocurrency Base Rate or the Eurocurrency Rate is not available or published on a current basis); or (ii) the Majority Lenders determine (which determination shall be conclusive, that quotations of interest rates for the relevant deposits referred to in the definition of "Eurodollar Base Rate" in Section 1.01 hereof are not being provided in the relevant amounts or for the relevant maturities for purposes of determining rates of interest for Eurodollar Loans as provided herein; or (b) if the related Loans are Revolving Credit Loans, the Majority Revolving Credit Lenders, if the related Loans are Facility A Term Loans, the Majority Facility A Term Loan Lenders, if the related Loans are Facility B Term Loans, the Majority Facility B Term Loan Lenders, or if the related Loans are Incremental Facility Loans of any Series, the Majority Incremental Facility Lenders of such Series determine, which determination shall be conclusive, and notify the Administrative Agent that the relevant rates of interest referred to in the definition of "Eurodollar “Eurocurrency Base Rate" ”, “CDOR Rate” or “BBSY Rate” in Section 1.01 hereof upon the basis of which the rate rates of interest for Eurodollar such Loans for such Interest Period is are to be determined are do not likely adequately to cover accurately reflect the cost to such Lenders of making or maintaining Eurodollar such Loans for such Interest PeriodPeriods therefor; then the Administrative Agent shall give promptly notify the Company and each applicable Lender prompt notice thereof andthereof, and so long as such condition remains in effect, the Lenders shall be under no obligation to make additional Eurodollar Eurocurrency Loans, to Continue Eurodollar CDOR Loans or BBSY Loans, as the case may be, or to Convert Base Rate convert ABR Loans into Eurodollar Loans, Eurocurrency Loans and the Company shall, on the last day(s) of the then current Interest Period(s) for the outstanding Eurodollar Eurocurrency Loans, CDOR Loans or BBSY Loans, as the case may be, either prepay such Loans or Convert convert such Loans (in the case of Dollar-denominated Eurocurrency Loans) into Base Rate ABR Loans in accordance with Section 2.08 3.02 hereof. (iii) If at any time the Administrative Agent determines (which determination shall be conclusive and binding absent manifest error) that (a) the circumstances set forth in clause (i) of the first paragraph of this Section 6.02 have arisen and such circumstances are unlikely to be temporary or (b) the circumstances set forth in clause (i) of the first paragraph of this Section 6.02 have not arisen but either (w) the supervisor for the administrator of the Eurocurrency Base Rate has made a public statement that the administrator of the Eurocurrency Base Rate is insolvent (and there is no successor administrator that will continue publication of the Eurocurrency Base Rate), (x) the administrator of the Eurocurrency Base Rate has made a public statement identifying a specific date after which the Eurocurrency Base Rate will permanently or indefinitely cease to be published by it (and there is no successor administrator that will continue publication of the Eurocurrency Base Rate), (y) the supervisor for the administrator of the Eurocurrency Base Rate has made a public statement identifying a specific date after which the Eurocurrency Base Rate will permanently or indefinitely cease to be published or (z) the supervisor for the administrator of the Eurocurrency Base Rate or a Governmental Authority having jurisdiction over the Administrative Agent has made a public statement identifying a specific date after which the Eurocurrency Base Rate may no longer be used for determining interest rates for loans, then the Administrative Agent and the Borrower shall endeavor to establish an alternate rate of interest to the Eurocurrency Rate that gives due consideration to the then prevailing market convention for determining a rate of interest for syndicated loans in the United States at such time, and shall enter into an amendment to this Agreement to reflect such alternate rate of interest and such other related changes to this Agreement as may be applicable (but for the avoidance of doubt, such related changes shall not include a reduction of the Applicable Margin). Notwithstanding anything to the contrary in Section 12.05, such amendment shall become effective without any further action or consent of any other party to this Agreement so long as the Administrative Agent shall not have received, within five Business Days of the date notice of such alternate rate of interest is provided to the Lenders, a written notice from the Majority Lenders stating that such Majority Lenders object to such amendment; provided that for purposes of this sentence, (A) any Term Loans that are Term B Loans shall be disregarded in determining the Majority Lenders and (B) any Incremental Term Loans that are not Term B Loans shall be disregarded in determining the Majority Lenders, unless the Incremental Term Loan Activation Notice in respect of such Incremental Term Loans provides that such Incremental Term Loans shall be included in determining the Majority Lenders purposes of this sentence, in which case the Majority Lenders for such purposes shall be so determined. Until an alternate rate of interest shall be determined in accordance with this paragraph (but, in the case of the circumstances described in clause (b) of the first sentence of this paragraph, only to the extent the Eurocurrency Base Rate and such Interest Period is not available or published at such time on a current basis), (x) any notice of borrowing that requests the conversion of any borrowing to, or continuation of any borrowing as, a Eurocurrency Rate borrowing shall be ineffective and (y) if any notice of borrowing requests a Eurocurrency Rate borrowing, such borrowing shall be made as a borrowing bearing interest at a rate based upon the Alternate Base Rate; provided that, if such alternate rate of interest shall be less than zero, such rate shall be deemed to be zero for the purposes of this Agreement.

Limitation on Types of Loans. Anything herein to the contrary notwithstanding, if, on or prior to the determination of any Eurodollar Fixed Base Rate for any Interest Period: (a) the Administrative Agent determines, which determination shall be conclusiveconclusive provided that it is made on a reasonable basis, that quotations of interest rates for the relevant deposits referred to in the definition of "Eurodollar Fixed Base Rate" in Section 1.01 hereof are not being provided in the relevant amounts or for the relevant maturities for purposes of determining rates of interest for Eurodollar any Type of Fixed Rate Loans as provided herein; or (b) if Lenders having more than 50% of the related Loans are Revolving Credit Loans, aggregate amount of the Majority Revolving Credit Lenders, if the related Loans are Facility A Term Loans, the Majority Facility A Term Commitments determine (or any Lender that has outstanding a Money Market Quote with respect to a LIBOR Market Loan Lenders, if the related Loans are Facility B Term Loans, the Majority Facility B Term Loan Lenders, or if the related Loans are Incremental Facility Loans of any Series, the Majority Incremental Facility Lenders of such Series determinedetermines), which determination shall be conclusiveconclusive provided that it is made on a reasonable basis, and notify (or notifies, as the Administrative case may be) the Agent that the relevant rates of interest referred to in the definition of "Eurodollar Fixed Base Rate" in Section 1.01 hereof upon the basis of which the rate of interest for Eurodollar Loans or CD Loans (or LIBOR Market Loans, as the case may be) for such Interest Period is to be determined are not likely adequately to cover the cost to such Lenders (or to such quoting Lender) of making or maintaining Eurodollar such Type of Loans for such Interest Period; then the Administrative Agent shall give the Company and each Lender prompt notice thereof andthereof, and so long as such condition remains in effect, the Lenders (or such quoting Lender) shall be under no obligation to make additional Eurodollar LoansLoans of such Type, to Continue Eurodollar Loans of such Type or to Convert Base Rate Loans of any other Type into Eurodollar Loans, Loans of such Type and the Company shall, on the last day(s) of the then current Interest Period(s) Period for the outstanding Eurodollar LoansLoans of such Type, either prepay such Loans or Convert such Loans into Base Rate Loans another Type of Loan in accordance with Section 2.08 2.09 hereof.

Limitation on Types of Loans. Anything herein to the contrary notwithstanding, if, on or prior to the determination of any Eurodollar Base Rate for any Interest Period: (a) the Administrative Agent reasonably determines, which determination shall be conclusive, that quotations of interest rates for the relevant deposits referred to in the definition of "Eurodollar Base Rate" in Section 1.01 hereof are not being provided in the relevant amounts or for the relevant maturities for purposes of determining rates of interest for Eurodollar Loans as provided herein; or (b) if the related Loans are Revolving Credit Series A Loans, the Majority Revolving Credit LendersSeries A Lenders or, if the related Loans are Facility A Term Series B Loans, the Majority Facility A Term Loan Lenders, if the related Loans are Facility Series B Term Loans, the Majority Facility B Term Loan Lenders, or if the related Loans are Incremental Facility Loans of any Series, the Majority Incremental Facility Lenders of such Series reasonably determine, which determination shall be conclusive, and notify the Administrative Agent that the relevant rates of interest referred to in the definition of "Eurodollar Base Rate" in Section 1.01 hereof upon the basis of which the rate of interest for Eurodollar Loans for such Interest Period is to be determined are not likely adequately to Credit Agreement 51 - 47 - cover the cost to such Lenders of making or maintaining Eurodollar Loans for such Interest Period; then the Administrative Agent shall give the Company and each Lender prompt notice thereof and, so long as such condition remains in effect, the Lenders shall be under no obligation to make additional Eurodollar Loans, to Continue Eurodollar Loans or to Convert Base Rate Loans into Eurodollar Loans, and the Company shall, on the last day(s) of the then current Interest Period(s) for the outstanding Eurodollar Loans, either prepay such Loans or Convert such Loans into Base Rate Loans in accordance with Section 2.08 2.09 hereof.

Limitation on Types of Loans. Anything herein to the contrary notwithstanding, if, on or prior to the determination of any Eurodollar Base Rate for any Interest Period: (a) the Administrative Agent determines, which determination shall be conclusiveconclusive if made in good faith, that quotations of interest rates for the relevant deposits referred to in the definition of "Eurodollar Base Rate" in Section 1.01 hereof are not being provided in the relevant amounts or for the relevant maturities for purposes of determining rates of interest for Eurodollar Loans as provided herein; or (b) if the related Loans are Revolving Credit Loans, the Majority Revolving Credit LendersLenders or, if the related Loans are Facility A Term Loans, the Majority Facility A Term Loan Lenders, if the related Loans are Facility B Term Loans, the Majority Facility B Term Loan Lenders, or if the related Loans are Incremental Facility Loans of any Series, the Majority Incremental Facility Lenders of such Series determine, which determination shall be conclusiveconclusive if made in good faith, and notify the Administrative Agent that the relevant rates of interest referred to in the definition of "Eurodollar Base Rate" in Section 1.01 hereof upon the basis of which the rate of interest for Eurodollar Loans for such Interest Period is to be determined are not likely adequately to cover the cost to such Lenders of making or maintaining Eurodollar Loans for such Interest Period; then the Administrative Agent shall give the Company and each Lender prompt notice thereof and, so long as such condition remains in effect, the Lenders shall be under no obligation to make additional Eurodollar Loans, to Continue Eurodollar Loans or to Convert Base Rate Loans into Eurodollar Loans, and the Company shall, on the last day(s) of the then current Interest Period(s) for the outstanding Eurodollar Loans, either prepay such Loans or Convert such Loans into Base Rate Loans in accordance with Section 2.08 2.09 hereof.

Limitation on Types of Loans. Anything herein to the contrary notwithstanding, if, on or prior to the determination of any Eurodollar Base Rate for any Interest Period: (a) the Administrative Agent reasonably determines, which determination shall be conclusive, that quotations of interest rates for the relevant deposits referred to in the definition of "Eurodollar Base Rate" in Section 1.01 hereof are not being provided in the relevant amounts or for the relevant maturities for purposes of determining rates of interest for Eurodollar Loans as provided herein; or (b) if the related Loans are Revolving Credit Series A Loans, the Majority Revolving Credit LendersSeries A Lenders or, if the related Loans are Facility A Term Series B Loans, the Majority Facility A Term Loan LendersSeries B Lenders or, if the related Loans are Facility B Term Series C Loans, the Majority Facility B Term Loan Lenders, or if the related Loans are Incremental Facility Loans of any Series, the Majority Incremental Facility Series C Lenders of such Series reasonably determine, which determination shall be conclusive, and notify the Administrative Agent that the relevant rates of interest referred to in the definition of "Eurodollar Base Rate" in Section 1.01 hereof upon the basis of which the rate of interest for Eurodollar Loans for such Interest Period is to be determined are not likely adequately to cover the cost to such Lenders of making or maintaining Eurodollar Loans for such Interest Period; then the Administrative Agent shall give the Company and each Lender prompt notice thereof and, so long as such condition remains in effect, the Lenders shall be under no obligation to make additional Eurodollar Loans, to Continue Eurodollar Loans or to Convert Base Rate Loans into Eurodollar Loans, and the Company shall, on the last day(s) of the then current Interest Period(s) for the outstanding Eurodollar Loans, either prepay such Loans or Convert such Loans into Base Rate Loans in accordance with Section 2.08 2.09 hereof.

Limitation on Types of Loans. Anything herein to the contrary notwithstanding, if, on or prior to the determination of any Eurodollar Base Rate for any Interest Period: (a) the Administrative Agent determines, determines (which determination shall be conclusive, ) that quotations of interest rates for the relevant deposits referred to in the definition of "Eurodollar Base Rate" in Section 1.01 hereof 1.1 are not being provided in the relevant amounts or for the relevant maturities for purposes of determining rates the rate of interest for Eurodollar any type of LIBO Rate Loans as provided hereinin this Agreement; or (b) if the related Loans are Revolving Credit Loans, the Majority Revolving Credit Lenders, if the related Loans are Facility A Term Loans, the Majority Facility A Term Required Banks determine (or any Bank that has outstanding a Money Market Quote with respect to a LIBOR Market Loan Lenders, if the related Loans are Facility B Term Loans, the Majority Facility B Term Loan Lenders, or if the related Loans are Incremental Facility Loans of any Series, the Majority Incremental Facility Lenders of such Series determine, determines) (which determination shall be conclusive, ) and notify (or notifies) the Administrative Agent that the relevant rates of interest referred to in the definition of "Eurodollar Base Rate" in Section 1.01 hereof 1.1 upon the basis of which the rate of interest for Eurodollar any type of LIBO Rate Loans for such Interest Period is to be determined are do not likely adequately to cover the cost to the Banks (or to such Lenders Bank) of making or maintaining such Loans; or (c) in the case of Eurodollar Loans denominated in an Alternative Currency, any Bank shall determine (which determination shall be conclusive) and notify the Administrative Agent that the relevant Alternative Currency is not available in the relevant amounts or for the relevant period, or that a change in national or international controls or events has occurred which would, in the opinion of such Bank, make it impracticable for such Interest PeriodBank to make, fund or maintain its Eurodollar Loans to be made in such Alternative Currency or for the Borrower to pay the principal of or interest on such Eurodollar Loans as provided in this Agreement; then the Administrative Agent shall give the Company Borrower and each Lender Bank prompt notice thereof andthereof, and so long as such condition remains in effect, the Lenders Banks shall be under no obligation to make additional Eurodollar Loans, to Continue Eurodollar or renew Loans of such type or to Convert Base Rate convert Loans of any other type into Eurodollar Loans, Loans of such type and the Company Borrower shall, on the last day(s) of the then current Interest Period(s) for the outstanding Eurodollar LoansLoans of the affected type, either prepay such Loans or Convert convert such Loans into Base Rate another type of Loans in accordance with Section 2.08 hereof2.5.

Limitation on Types of Loans. Anything herein to the contrary notwithstanding, if, on or prior to the determination of any Eurodollar Base Eurocurrency Rate for any Interest Period: : (a) the Administrative Agent determines, which determination shall be conclusive, that quotations of interest rates for the relevant deposits in the relevant Currency referred to in the definition of "Eurodollar Base “Eurocurrency Rate" ” in Section 1.01 hereof are not being provided in the relevant amounts or for the relevant maturities for purposes of determining rates of interest for Eurodollar either Type of Fixed Rate Loans denominated in such Currency as provided herein; or or (b) if the related Loans are Revolving Credit Loans, the Majority Revolving Credit Lenders, if the related Loans are Facility A Term Loans, the Majority Facility A Term Banks determine (or any Bank that has outstanding a Money Market Quote with respect to a LIBOR Market Loan Lenders, if the related Loans are Facility B Term Loans, the Majority Facility B Term Loan Lenders, or if the related Loans are Incremental Facility Loans of any Series, the Majority Incremental Facility Lenders of such Series determinedetermines), which determination shall be conclusive, and notify (or notifies, as the case may be) the Administrative Agent that the relevant rates of interest referred to in the definition of "Eurodollar Base “Eurocurrency Rate" ” in Section 1.01 hereof upon the basis of which the rate of interest for Eurodollar Eurocurrency Loans denominated in such Currency (or LIBOR Market Loans, as the case may be) for such Interest Period is to be determined are not likely adequately to cover the cost to such Lenders Banks (or to such quoting Bank) of making or maintaining Eurodollar Eurocurrency Loans denominated in such Currency or LIBOR Market Loans, as the case may be, for such Interest Period; then the Administrative Agent shall give the Company and each Lender Bank prompt notice thereof and, so long as such condition remains in effect, the Lenders Banks (or such quoting Bank) shall be under no obligation to make additional Eurodollar LoansEurocurrency Loans denominated in such Currency (or the LIBOR Market Loan for which such Money Market Quote was made, as the case may be), to Continue Eurodollar Eurocurrency Loans denominated in such Currency or to Convert Base Rate Loans into Eurodollar Eurocurrency Loans, and the Company applicable Borrower shall, on the last day(s) day of the then current Interest Period(s) Period for the outstanding Eurodollar Eurocurrency Loans, either prepay such Loans or Convert such Loans into Base Rate Loans in accordance with Section 2.08 2.09 hereof.

Limitation on Types of Loans. Anything herein to the contrary notwithstanding, if, If on or prior to the determination first day of any Eurodollar Base Rate Interest Period for any Interest PeriodEurodollar Loan: (a) 4.10.1. the Administrative Agent determines, determines (which determination shall be conclusive, conclusive if made in good faith) that quotations by reason of interest rates for circumstances affecting the relevant deposits referred to in market, adequate and reasonable means do not exist for ascertaining the definition of "Eurodollar Base Rate" in Section 1.01 hereof are not being provided in the relevant amounts or Rate for the relevant maturities for purposes of determining rates of interest for Eurodollar Loans as provided hereinsuch Interest Period; or 4.10.2. the Required Lenders determine (b) if the related Loans are Revolving Credit Loans, the Majority Revolving Credit Lenders, if the related Loans are Facility A Term Loans, the Majority Facility A Term Loan Lenders, if the related Loans are Facility B Term Loans, the Majority Facility B Term Loan Lenders, or if the related Loans are Incremental Facility Loans of any Series, the Majority Incremental Facility Lenders of such Series determine, which determination shall be conclusive, conclusive if made in good faith) and notify the Administrative Agent that the relevant rates of interest referred to in the definition of "Eurodollar Base Rate" in Section 1.01 hereof upon the basis of which the rate of interest for Eurodollar Loans for such Interest Period is to be determined are Rate will not likely adequately to cover and fairly reflect the cost to such the Lenders of making or maintaining funding Eurodollar Loans for such Interest Period; then the Administrative Agent shall give the Company and each Lender Borrower prompt notice thereof andthereof, and so long as such condition remains in effect, the Lenders shall be under no obligation to make additional Eurodollar Loans affected by such conditions, to continue such Eurodollar Loans, to Continue Eurodollar Loans or to Convert convert Base Rate Loans into to such Eurodollar Loans, Loans and the Company Borrower shall, on the last day(s) of the then current Interest Period(s) for the outstanding Eurodollar Loans, either prepay as applicable (i) convert such Eurodollar Loans into another Eurodollar Loan which is not subject to the same or Convert similar condition, (ii) in the case of Dollar denominated Loans, convert such Eurodollar Loans into Base Rate Loans, or (iii) in the case Offshore Currency Loans, promptly repay such loans. The Administrative Agent shall give the Domestic Borrower notice describing in reasonable detail any event or condition described in this Section 4.10 promptly following the determination by the Administrative Agent or the Required Lenders, as the case may be, that the availability of Eurodollar Loans in accordance with is, or is to be, suspended as a result thereof, but failure of Administrative Agent to give such notice shall not extinguish or diminish Borrower's obligations under this Section 2.08 hereof4.10.

Limitation on Types of Loans. Anything herein to the contrary notwithstanding, no more than six separate LIBO Rate Loans shall be outstanding at any one time, with, for purposes of this Section, all LIBO Rate Loans for the same Interest Period constituting one LIBO Rate Loan. Anything herein to the contrary notwithstanding, if, on or prior to the determination of any Eurodollar Base interest rate for any LIBO Rate Loan for any Interest PeriodPeriod therefor: (a) the Administrative Agent determines, determines (which determination shall be conclusive, absent manifest error) that quotations of interest rates for the relevant deposits referred to in the definition of "Eurodollar Base LIBO Rate" in Section 1.01 hereof 1.2 are not being provided in the relevant amounts or for the relevant maturities for purposes of determining rates the rate of interest for Eurodollar Loans such Loan as provided hereinin this Agreement; or (b) if the related Loans are Revolving Credit Loans, the Majority Revolving Credit Lenders, if the related Loans are Facility A Term Loans, the Majority Facility A Term Loan Lenders, if the related Loans are Facility B Term Loans, the Majority Facility B Term Loan Lenders, or if the related Loans are Incremental Facility Loans of any Series, the Majority Incremental Facility Lenders of such Series determine, Agent determines (which determination shall be conclusive, and notify the Administrative Agent absent manifest error) that the relevant rates of interest referred to in the definition of "Eurodollar Base LIBO Rate" in Section 1.01 hereof 1.2 upon the basis of which the rate of interest for Eurodollar Loans such Loan for such Interest Period is to be determined are do not likely adequately to cover the cost to such the Lenders of making or maintaining Eurodollar Loans such Loan for such Interest Period; , then the Administrative Agent shall give the Company Borrower and each Lender the Lenders prompt notice thereof and, thereof; and so long as such condition remains in effect, the Lenders shall be under no obligation to make additional Eurodollar Loans, to Continue Eurodollar LIBO Rate Loans or to Convert convert Base Rate Loans into Eurodollar LIBO Rate Loans, and the Company Borrower shall, on the last day(s) day of the then current Interest Period(s) Period for the each outstanding Eurodollar LoansLIBO Rate Loan, either prepay such Loans LIBO Rate Loan or Convert convert such Loans Loan into a LIBO Rate Loan with amounts and maturities for which quotations are provided, or convert such Loan into a Base Rate Loans Loan in accordance with the provisions of Section 2.08 hereof2.12.