Common use of Prime Rate Fallback Clause in Contracts

Prime Rate Fallback. If any Rate Period expires, any part of the Rate ------------------- Segment corresponding to such Rate Period which has not been converted or renewed in accordance with Section 2.03(e) hereof automatically shall be converted to the Prime Rate Option. If Borrower fails to select, or if Bank fails to approve an Interest Rate Option to apply to the borrowings evidenced by the Revolving Note, such borrowings shall be deemed to be at the Prime Rate Option. If at any time the Bank shall have determined in good faith (which determination shall be conclusive) that the accrual of interest at the Libor Rate Option has been made unascertainable, impractical or unlawful by compliance by the Bank in good faith with any law (including common law), constitution, statute, treaty, regulation, rule, ordinance, order, injunction, writ, decree or award of any government or political subdivision or any agency, authority, bureau, central bank, commission, department or instrumentality of either, or any court, tribunal, grand jury or arbitrator, in each case whether foreign or domestic, or administration thereof by any official body charged with the interpretation or administration thereof or with any request or directive of any such authority, the outstanding principal amount of the Revolving Note subject to the Libor Rate Option shall accrue interest at the Prime Rate Option and the Borrower shall not have the right to select the Libor Rate Option.

Prime Rate Fallback. If any Rate Period expires, any part of the Rate ------------------- Segment corresponding to such Rate Period which has not been converted or renewed in accordance with Section 2.03(e2.3(e) hereof automatically shall be converted to the Prime Rate Option. If Borrower fails to select, or if Bank fails to approve select an Interest Rate Option to apply to the borrowings evidenced by the Revolving Note, such borrowings shall be deemed to be at the Prime Rate Option. If at any time the Bank shall have determined in good faith (which determination shall be conclusive) that the accrual of interest at the Libor Rate Option has been made unascertainable, impractical or unlawful by compliance by the Bank in good faith with any law (including common law), constitution, statute, treaty, regulation, rule, ordinance, order, injunction, writ, decree or award of any government or political subdivision or any agency, authority, bureau, central bank, commission, department or instrumentality of either, or any court, tribunal, grand jury or arbitrator, in each case whether foreign or domestic, or administration thereof by any official body charged with the interpretation or administration thereof or with any request or directive of any such authorityevent, the outstanding principal amount of the Revolving Note subject to the Libor Rate Option shall accrue interest at the Prime Rate Option and the Borrower shall not have the right to select the Libor Rate Option.

Prime Rate Fallback. If any Rate Period expires, any part of the Rate ------------------- Segment corresponding to such Rate Period which has not been converted or renewed in accordance with Section 2.03(e) hereof automatically shall be converted to the Prime Rate Option. If Borrower fails to select, or if Bank fails to approve an Interest Rate Option to apply to the borrowings evidenced by the Revolving Note, such borrowings shall be deemed to be at the Prime Rate Option. If at any time the Bank shall have determined in good faith (which determination shall be conclusive) that the accrual of interest at the Libor Rate Option has been made unascertainable, impractical or unlawful by compliance by the Bank in good faith with any law (including common law), constitution, statute, treaty, regulation, rule, ordinance, order, injunction, writ, decree or award of any government or political subdivision or any agency, authority, bureau, central bank, commission, department or instrumentality of either, or any court, tribunal, grand jury or arbitrator, in each case whether foreign or domestic, or administration thereof by any official body charged with the interpretation or administration thereof or with any request or directive of any such authority, the outstanding principal amount of the Revolving Note subject to the Libor Rate Option shall accrue interest at the Prime Rate Option and the Borrower shall not have the right to select the Libor Rate Option.

Prime Rate Fallback. If any Rate Period expires, any part of the Rate ------------------- Segment corresponding to such Rate Period which has not been converted or renewed in accordance with Section 2.03(e) 7 hereof automatically shall be converted to the Prime Rate Option. If Borrower at any time the ABS Rate Option is determined to exceed the Prime Rate Option, the ABS Rate Portion shall automatically convert to the Prime Rate Option. If Undersigned fails to select, or if Bank fails to approve (because an Interest Option is not available in Bank's good faith determination), an Interest Rate Option to apply to the borrowings any borrowing evidenced by the Revolving Note, such borrowings borrowing shall be deemed to be at the Prime Rate Option. If at any time the Bank shall have determined in good faith (which determination shall be conclusive) that the accrual of interest at any of the Libor Interest Rate Option Options has been made unascertainable, impractical or unlawful by compliance by with the Bank in good faith with any law (including common law), constitution, statute, treaty, regulation, rule, ordinance, order, injunction, writ, decree or award of any government or political subdivision or any agencydecree, authority, bureau, central bank, commission, department or instrumentality of either, or any court, tribunal, grand jury or arbitrator, in each case whether foreign or domestic, or administration thereof by any official body charged with the interpretation or administration thereof or with any request or directive of any such authorityofficial body (whether or not having the force of law), then, and in any such event, the outstanding Outstanding principal amount of the Revolving this Note subject to the Libor such Interest Rate Option shall accrue interest at the Prime Rate Option and the Borrower Undersigned shall not have the right to select the Libor such Interest Rate Option.

Prime Rate Fallback. If any Rate Period expires, any part of the Rate ------------------- Segment corresponding to such Rate Period which has not been converted or renewed in accordance with Section 2.03(e2.6(e) hereof automatically shall be converted to the Prime Rate Option. --------------- If the Borrower fails to select, or if Bank the Agent fails to approve an Interest Rate Option to apply to the borrowings evidenced by the Revolving NoteNotes, such borrowings shall be deemed to be at the Prime Rate Option. If at any time the Bank Agent shall have determined in good faith (which determination shall be conclusive) that the accrual of interest at the Libor Rate Option has been made unascertainable, impractical or unlawful by compliance by the Bank Lender Group in good faith with any law (including common law), constitution, statute, treaty, regulation, rule, ordinance, order, injunction, writ, decree or award of any government or political subdivision or any agency, authority, bureau, central bank, commission, department or instrumentality of either, or any court, tribunal, grand jury or arbitrator, in each case whether foreign or domestic, or administration thereof by any official body charged with the interpretation or administration thereof or with any request or directive of any such authorityevent, the outstanding principal amount of the Revolving Note Notes subject to the Libor Rate Option shall accrue interest at the Prime Rate Option and the Borrower shall not have the right to select the Libor Rate Option.

Prime Rate Fallback. If any Rate Period expires, any part of the Rate ------------------- Segment corresponding to such Rate Period which has not been converted or renewed in accordance with Section 2.03(e) 7 hereof automatically shall be converted to the Prime Rate Option. If Borrower at any time the ABS Rate Option is determined to exceed the Prime Rate Option, the ABS Rate Portion shall automatically convert to the Prime Rate Option. If Undersigned fails to select, or if Bank fails to approve (because an Interest Option is not available in Bank's good faith determination), an Interest Rate Option to apply to the borrowings any borrowing evidenced by the Revolving Note, such borrowings borrowing shall be deemed to be at the Prime Rate Option. If at any time the Bank shall have determined in good faith (which determination shall be conclusive) that the accrual of interest at any of the Libor Interest Rate Option Options has been made unascertainable, impractical or unlawful by compliance by with the Bank in good faith with any law (including common law), constitution, statute, treaty, regulation, rule, ordinance, order, injunction, writ, decree or award of any government or political subdivision or any agencydecree, authority, bureau, central bank, commission, department or instrumentality of either, or any court, tribunal, grand jury or arbitrator, in each case whether foreign or domestic, or administration thereof by any official body charged with the interpretation or administration thereof or with any request or directive of any such authorityofficial body (whether or not having the force of law), then, and in any such event, the outstanding principal amount of the Revolving this Note subject to the Libor such Interest Rate Option shall accrue interest at the Prime Rate Option and the Borrower Undersigned shall not have the right to select the Libor such Interest Rate Option.

Prime Rate Fallback. If any Rate Period expires, any part of the Rate ------------------- Segment corresponding to such Rate Period which has not been converted or renewed in accordance with Section 2.03(e) 6 hereof automatically shall be converted to the Prime Rate Option. If Borrower Undersigned fails to select, or if Bank fails to approve approve, an Interest Rate interest rate Option to apply to the borrowings initial borrowing evidenced by the Revolving Note, such borrowings initial borrowing shall be deemed to be at the Prime Rate Option. If at any time the Bank shall have determined in good faith (which determination shall be conclusive) that the accrual of interest at any of the Libor Interest Rate Option options has been made unascertainable, impractical or unlawful by compliance by with the Bank in good faith with any law (including common law), constitution, statute, treaty, regulation, rule, ordinance, order, injunction, writ, decree or award of any government or political subdivision or any agency, authority, bureau, central bank, commission, department or instrumentality of either, or any court, tribunal, grand jury or arbitrator, in each case whether foreign or domestic, or administration thereof by any official body charged with the interpretation or administration thereof or with any request or directive of any such authorityofficial body (whether or not having the force of law), then, and in any such event, the outstanding principal amount of the Revolving this Note subject to the Libor such Interest Rate Option shall accrue interest at the Prime Rate Option and the Borrower Undersigned shall not have the right to select the Libor such Interest Rate Option.

Prime Rate Fallback. If any Rate Period expires, any part of the ------------------- Rate ------------------- Segment corresponding to such Rate Period which has not been converted or renewed in accordance with Section 2.03(e2.4(e) hereof automatically shall be converted to the Prime Rate Option. If the Borrower fails to select, or if the Bank fails to approve an Interest Rate Option to apply to the borrowings evidenced by the Revolving Note, such borrowings shall be deemed to be at the Prime Rate Option. If at any time the Bank shall have determined in good faith (which determination shall be conclusive) that the accrual of interest at the Libor Rate Option has been made unascertainable, impractical or unlawful by compliance by the Bank in good faith with any law (including common law), constitution, statute, treaty, regulation, rule, ordinance, order, injunction, writ, decree or award of any government or political subdivision or any agency, authority, bureau, central bank, commission, department or instrumentality of either, or any court, tribunal, grand jury or arbitrator, in each case whether foreign or domestic, or administration thereof by any official body charged with the interpretation or administration thereof or with any request or directive of any such authorityevent, the outstanding principal amount of the Revolving Note subject to the Libor Rate Option shall accrue interest at the Prime Rate Option and the Borrower shall not have the right to select the Libor Rate Option.