Common use of Notice and Manner of Borrowing or Conversion of Loans Clause in Contracts

Notice and Manner of Borrowing or Conversion of Loans. (a) Whenever the Borrower desires to obtain or continue a Loan hereunder or convert an outstanding Loan of one Type into a Loan of another Type, the Borrower shall give the Agent a written Notice of Borrowing or Conversion (or a telephonic notice promptly confirmed by a written Notice of Borrowing or Conversion), which Notice shall be irrevocable and which must be received no later than 2:00 p.m. Boston time (i) one Business Day before the day on which the requested Loan is to be made or continued as or converted to a Base Rate Loan, (ii) three Business Days before the day on which the requested Loan is to be made or continued as or converted to a LIBOR Loan, and (iii) the same Business Day on which a requested Swing Line Advance is to be made. Such Notice shall specify (A) the effective date and amount of each such Loan or portion thereof requested to be made, continued or converted, subject to the limitations set forth in this Agreement, (B) the interest rate option requested to be applicable thereto, (C) the duration of the applicable Interest Period, if any (subject to the provisions of the definition of the term "Interest Period") and (D) in the case of a requested Swing Line Advance, the maturity date thereof (which maturity date shall be a Business Day no later than seven (7) days after the date such Swing Line Advance is requested to be made). If such Notice fails to specify the interest rate option to be applicable to the requested Loan, then the Borrower shall be deemed to have requested a Base Rate Loan. If such written confirmation of any telephonic notification differs in any material respect from the action taken by the Agent, the records of the Agent shall control absent manifest error, and shall be accompanied by a Borrowing Base

Notice and Manner of Borrowing or Conversion of Loans. (a) Whenever the Borrower desires to obtain or continue a Loan hereunder or convert an outstanding Loan of one Type into a Loan of another Type, the Borrower shall give the Agent a written Notice of Borrowing or Conversion (or a telephonic notice promptly confirmed by a written Notice of Borrowing or Conversion), which Notice shall be irrevocable and which must be received no later than 2:00 p.m. Boston time (i) one Business Day before the day on which the requested Loan is to be made or continued as or converted to a Base Rate Loan, and (ii) three Business Days before the day on which the requested Loan is to be made or continued as or converted to a LIBOR Loan, and (iii) the same Business Day on which a requested Swing Line Advance is to be made. Such Notice shall specify (A) the effective date and amount of each such Loan or portion thereof requested to be made, continued or converted, subject to the limitations set forth in this Agreement, (B) the interest rate option requested to be applicable thereto, and (C) the duration of the applicable Interest Period, if any (subject to the provisions of the definition of the term "Interest Period") and (D) in the case of a requested Swing Line Advance, the maturity date thereof (which maturity date shall be a Business Day no later than seven (7) days after the date such Swing Line Advance is requested to be made). If such Notice fails to specify the interest rate option to be applicable to the requested Loan, then the Borrower shall be deemed to have requested a Base Rate Loan. If such written confirmation of any telephonic notification differs in any material respect from the action taken by the Agent, the records of the Agent shall control absent manifest error, and shall be accompanied by a Borrowing BaseBase Report. If the Agent receives a Notice of Borrowing or Conversion after the time specified in subsection (a) above, such Notice shall not be effective. In no event shall the Borrower be permitted to request a LIBOR LOAN or renew or convert to a LIBOR LOAN if an Event of Default has occurred under any of the Loan Documents.

Notice and Manner of Borrowing or Conversion of Loans. (a) Whenever the Borrower desires to obtain or continue a Revolving Credit Loan hereunder or hereunder, convert an outstanding Revolving Credit Loan or the Conversion Term Loan of one Type into a Loan of another TypeType or convert an outstanding Base Rate Loan into a Fixed Rate Loan pursuant to Section 2.4(c), the Borrower shall give notify the Agent a written Notice of Borrowing or Conversion by notice (or a telephonic which notice promptly confirmed by a written Notice of Borrowing or Conversion), which Notice shall be irrevocable and which must be irrevocable) received no later than 2:00 p.m. Boston time on the date (i) one Business Day before the day on which the requested Loan is to be made or continued as or converted to a Base Rate Loan or a Fixed Rate Loan, and (ii) three Business Days before the day on which the requested Loan is to be made or continued as or converted to a LIBOR Eurodollar Loan, and (iii) the same Business Day on which a requested Swing Line Advance is to be made. Such Notice notice shall specify (A) the effective date and amount of each such Loan or portion thereof requested to be made, continued or converted, subject to the limitations set forth in this AgreementSection 2.1, (B) the interest rate option requested to be applicable thereto, as provided in Section 2.7, and (Cc) the duration of the applicable Interest Period or Fixed Rate Period, if any (subject to the provisions of the definition definitions of the term terms "Interest Period" and ") Fixed Rate Period" and (D) in the case of a requested Swing Line Advance, the maturity date thereof (which maturity date shall be a Business Day no later than seven (7) days after the date such Swing Line Advance is requested to be madeSection 2.5). If such Notice notice fails to specify the interest rate option to be applicable to the requested Loan, then than the Borrower shall be deemed to have requested a Base Rate Loan. If Each such notification (a "NOTICE OF BORROWING OR CONVERSION") shall be immediately followed by a written confirmation thereof by the Borrower in substantially the form of EXHIBIT B hereto, PROVIDED that if such written confirmation of any telephonic notification differs in any material respect from the action taken by the Agent, the records of the Agent shall control absent manifest error, and shall be accompanied by a Borrowing BaseBase Report.

Notice and Manner of Borrowing or Conversion of Loans. (a1) Whenever the Borrower desires to obtain or continue a Loan hereunder or convert an outstanding Loan of one Type into a Loan of another Type, the Borrower shall give the Agent a written Notice of Borrowing or Conversion (or a telephonic notice promptly confirmed by a written Notice of Borrowing or Conversion), which Notice shall be irrevocable and which must be received no later than 2:00 p.m. Boston time (i) one Business Day before the day on which the requested Loan is to be made or continued as or converted to a Base Rate Loan, (ii) three Business Days before the day on which the requested Loan is to be made or continued as or converted to a LIBOR Eurodollar Loan, and (iii) the same Business Day on which a requested Swing Line Advance is to be made. Such Notice shall specify (A) the effective date and amount of each such Loan or portion thereof requested to be made, continued or converted, subject to the limitations set forth in this Agreement, (B) the interest rate option requested to be applicable thereto, (C) the duration of the applicable Interest Period, if any (subject to the provisions of the definition of the term "Interest Period") and (D) in the case of a requested Swing Line Advance, the maturity date thereof (which maturity date shall be a Business Day no later than seven (7) days after the date such Swing Line Advance is requested to be made). If such Notice fails to specify the interest rate option to be applicable to the requested Loan, then the Borrower shall be deemed to have requested a Base Rate Loan. If such written confirmation of any telephonic notification differs in any material respect from the action taken by the Agent, the records of the Agent shall control absent manifest error, and shall be accompanied by a Borrowing BaseBase Report. If the Agent receives a Notice of Borrowing or Conversion after the time specified in subsection (a) above, such Notice shall not be effective.

Notice and Manner of Borrowing or Conversion of Loans. (a) Whenever the Borrower desires to obtain or continue a Loan hereunder or to convert an outstanding Loan of one Type into a Loan of another Typetype provided for in this Agreement, the Borrower shall give notify the Agent a written Notice of Borrowing or Conversion (or a telephonic which notice promptly confirmed by a written Notice of Borrowing or Conversion), which Notice shall be irrevocable and which must be irrevocable) by telephone, telecopy, telex or cable received no later than 2:00 (i) 12:30 p.m. Boston time (i) one Business Day before on the day date on which the requested Loan is to be made or continued as or converted to a Base Prime Rate Loan, and (ii) three 12:30 p.m. Boston time on the date two (2) Business Days before the day on which the requested Loan is to be made or continued as or converted to a LIBOR Rate Loan. Each such notice shall be made to the Agent by an individual purporting to be the Chairman, President, Senior Vice President-Finance or Controller of the Borrower (or such other duly authorized representative of the Borrower identified to the Agent in writing), and (iii) the same Business Day on which a requested Swing Line Advance is to be made. Such Notice shall specify (A) the effective date and amount of each such Loan or portion thereof requested to be made, continued or converted, subject to the limitations set forth in this Agreementconverted (which must be a Business Day), (B) the amount of such Loan (which must be a minimum of $100,000 for a Prime Rate Loan and $500,000 and in increments of $100,000 for a LIBOR Rate Loan), (C) the interest rate option requested to be applicable thereto, and (CD) the duration of the applicable Interest Period, if any (subject to the provisions of 'the definition of the term Interest Period and Section 2.6). Each such notification (a "Interest PeriodNotice of Borrowing or Conversion") and (D) in the case of a requested Swing Line Advance, the maturity date thereof (which maturity date shall be immediately followed by a Business Day no later than seven (7) days after the date such Swing Line Advance is requested to be made). If such Notice fails to specify the interest rate option to be applicable to the requested Loan, then written confirmation thereof by the Borrower shall be deemed to have requested a Base Rate Loan. If in substantially the form of Exhibit D attached hereto, provided that if such written confirmation of any telephonic notification differs in any material respect from the action taken by the Agent, the records of the Agent shall control absent manifest error. The Agent shall give the Banks notice of each Notice of Borrowing or Conversion in accordance with the Agent's customary practice. The Borrower agrees to indemnify and hold the Agent and the Banks harmless for any action, and shall be accompanied including the making of any Loan hereunder, or loss or expense, taken or incurred by a Borrowing Basethe Agent or the Banks in good faith reliance upon any such request.