Common use of Prime-based Advance in Absence of Election or Upon Default Clause in Contracts

Prime-based Advance in Absence of Election or Upon Default. Unless the Majority Lenders shall have otherwise agreed, upon the expiration of any Interest Period applicable to any Eurocurrency-based Advance, (a) if the Borrower has failed to timely select a new Interest Period to be applicable to such Eurocurrency Advance, Borrower shall be deemed to have elected to convert such Eurocurrency-based Advance into Prime-based Advance effective as of the expiration date of such Interest Period; (b) on such day as a Default or Event of Default shall exist, then subject to Sections 2.9 and 11.1 hereof, and notwithstanding the foregoing clause (a), at the election of the Majority Revolving Credit Lenders the outstanding principal amount of such Eurocurrency-based Advance shall be converted to a Prime-based Advance and the Agent shall promptly notify Borrower of such action; and (c) if any Advance denominated in euros cannot be refunded or made, as the case may be, in euros by virtue of Section 11.7(a) hereof, then the principal amount thereof which is not then prepaid shall, absent a contrary election of the Majority Lenders, be converted automatically to a Prime-based Advance and the Agent shall promptly notify Borrower of such action. If a Eurocurrency-based Advance converted hereunder is payable in euros, the Prime-based Advance shall be in an amount equal to the Dollar Amount of such Eurocurrency-based Advance at such time and the Agent and the Lenders shall use said Prime-based Advance to fund payment of such euro obligation, all subject to the provisions of Section 2.13 hereof. The Borrower shall reimburse the Agent and the Lenders on demand for any costs incurred by the Agent or any of the Lenders, as applicable, resulting from the conversion pursuant to this Section 2.11 of Eurocurrency-based Advances payable in euros to Prime-based Advances.

Prime-based Advance in Absence of Election or Upon Default. Unless the Majority Lenders shall have otherwise agreed, upon the expiration of any Interest Period applicable to any Eurocurrency-based AdvanceIf, (a) if the Borrower has failed as to timely select a new Interest Period to be applicable to such Eurocurrency Advance, Borrower shall be deemed to have elected to convert such any outstanding Eurocurrency-based Advance into Prime-based Advance effective as of the expiration date of such Interest Period; (b) on such day as a Default Revolving Credit, or Event of Default shall exist, then subject to Sections 2.9 and 11.1 hereof, and notwithstanding the foregoing clause (a), any Swing Line Advance carried at the election of the Majority Revolving Credit Lenders the outstanding principal amount of such Eurocurrency-based Rate, Agent has not received payment of all outstanding principal and accrued interest on the last day of the Interest Period applicable thereto, or does not receive a timely Request for Advance shall be converted meeting the requirements of Section 2.3 or 2.5(c) hereof with respect to a Prime-based Advance and the Agent shall promptly notify Borrower refunding or conversion of such action; and Advance, or (cb) if any Advance denominated in euros an Alternative Currency or any deemed Advance under Section 3.6 hereof in respect of a Letter of Credit denominated in an Alternative Currency cannot be refunded or made, as the case may be, in euros such Alternative Currency by virtue of Section 11.7(a11.3 hereof, or (c) subject to Section 2.9 hereof, if on such day a Default or an Event of Default shall have occurred and be continuing, then the principal amount thereof which is not then prepaid in the case of a Eurocurrency-based Advance shall, absent a contrary election of the Majority Required Revolving Credit Lenders, be converted automatically to a Prime-based Advance and the Agent shall thereafter promptly notify Borrower Company of such said action. If a Eurocurrency-based Advance converted hereunder is payable in eurosan Alternative Currency, the Prime-based Advance shall be in an amount equal to the Dollar Amount of such Eurocurrency-based Advance at such time and the Agent and the Revolving Credit Lenders shall use said Prime-based Advance to fund payment of such euro the Alternative Currency obligation, all subject to the provisions of Section 2.13 2.14 hereof. The Borrower Company and the Permitted Borrowers, if applicable, shall reimburse the Agent and the Revolving Credit Lenders on demand for any costs incurred by the Agent or any of the Revolving Credit Lenders, as applicable, resulting from the conversion pursuant to this Section 2.11 2.12 of Eurocurrency-based Advances payable in euros an Alternative Currency to Prime-based Advances.

Prime-based Advance in Absence of Election or Upon Default. Unless the Majority Lenders shall have otherwise agreed, upon the expiration of any Interest Period applicable to any Eurocurrency-based AdvanceIf, (a) if the Borrower has failed as to timely select a new Interest Period to be applicable to such Eurocurrency Advance, Borrower shall be deemed to have elected to convert such any outstanding Eurocurrency-based Advance into Prime-based Advance effective as of the expiration date of such Interest Period; (b) on such day as a Default Revolving Credit, or Event of Default shall exist, then subject to Sections 2.9 and 11.1 hereof, and notwithstanding the foregoing clause (a), any Swing Line Advance carried at the election of the Majority Revolving Credit Lenders the outstanding principal amount of such Eurocurrency-based Rate, Agent has not received payment of all outstanding principal and accrued interest on the last day of the Interest Period applicable thereto, or does not receive a timely Request for Advance shall be converted meeting the requirements of Section 2.3 or 2.5(c) hereof with respect to a Prime-based Advance and the Agent shall promptly notify Borrower refunding or conversion of such action; and Advance, or (cb) if any Advance denominated in euros an Alternative Currency or any deemed Advance under Section 3.6 hereof in respect of a Letter of Credit denominated in an Alternative Currency cannot be refunded or made, as the case may be, in euros such Alternative Currency by virtue of Section 11.7(a11.3 hereof, or (c) subject to Section 2.9 hereof, if on such day a Default or an Event of Default shall have occurred and be continuing, then the principal amount thereof which is not then prepaid in the case of a Eurocurrency-based Advance shall, absent a contrary election of the Majority Required Lenders, be converted automatically to a Prime-based Advance and the Agent shall thereafter promptly notify Borrower Company of such said action. If a Eurocurrency-based Advance converted hereunder is payable in eurosan Alternative Currency, the Prime-based Advance shall be in an amount equal to the Dollar Amount of such Eurocurrency-based Advance at such time and the Agent and the Lenders shall use said Prime-based Advance to fund payment of such euro the Alternative Currency obligation, all subject to the provisions of Section 2.13 2.14 hereof. The Borrower Company and the Permitted Borrowers, if applicable, shall reimburse the Agent and the Lenders on demand for any costs incurred by the Agent or any of the Lenders, as applicable, resulting from the conversion pursuant to this Section 2.11 2.12 of Eurocurrency-based Advances payable in euros an Alternative Currency to Prime-based Advances.