Common use of Redesignation of Borrowings Clause in Contracts

Redesignation of Borrowings. (a) If any Eurodollar Borrowing is not repaid on the last day of the applicable Interest Period, then such Borrowing automatically shall be redesignated as a Reference Rate Borrowing on such date. (b) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date until one (1) month preceding the Maturity Date, Borrower may request that all or a portion of outstanding Reference Rate Borrowings be redesignated as a Eurodollar Borrowing; provided that the Interest Period for such Eurodollar Borrowing shall end on or before the Maturity Date. (c) Each redesignation of all or a portion of outstanding Reference Rate Borrowings as a Eurodollar Borrowing shall be made pursuant to a written Request for Redesignation of Borrowing. Not later than 12:00 p.m. at least three (3) Business Days prior to the first (1st) day of the applicable Interest Period, Administrative Agent shall have received, at Administrative Agent’s Lending Office, a properly completed Request for Redesignation of Borrowing specifying (i) the requested date of redesignation, (ii) the requested amount of Reference Rate Borrowings to be redesignated as a Eurodollar Borrowing, and (iii) the requested Interest Period. Administrative Agent may, in its sole and absolute discretion, permit a Request for Redesignation of Borrowing to be made by telecopier or by telephone (with confirmation sent promptly by telecopier) by Borrower. (d) Administrative Agent will notify each Lender of its receipt of a Request for Redesignation by 2:00 p.m. on the date of timely receipt of a Request for Redesignation from Borrower. All redesignations shall be made ratably according to the respective outstanding principal amount of the Loans with respect to which the Request for Redesignation was given is then held by each Lender. (e) Unless Administrative Agent otherwise consents, the amount of Reference Rate Borrowings to be redesignated as a Eurodollar Borrowing shall be an integral multiple of $1,000,000, but not less than $5,000,000. (f) With respect to any redesignation of Reference Rate Borrowing as a Eurodollar Borrowing, at or about 12:00 p.m. two (2) Business Days prior to the first (1st) day of the applicable Interest Period, Administrative Agent shall determine the applicable Eurodollar Rate (which determination shall be conclusive in the absence of manifest error) and shall promptly give notice of the same to Borrower and Lenders by telephone or telecopier. (g) Upon fulfillment of the applicable conditions set forth in this Agreement, the redesignation of all or a portion of outstanding Reference Rate Borrowings as a Eurodollar Borrowing shall become effective on the first (1st) day of the applicable Interest Period. (h) A Request for Redesignation of Borrowing shall be irrevocable upon receipt by Administrative Agent. (i) Nothing contained herein shall require Lenders to fund any Eurodollar Borrowing resulting from redesignation of all or a portion of any of the Reference Rate Borrowings in the London interbank eurodollar market. (j) Notwithstanding anything herein to the contrary, unless all of Lenders otherwise agree, during the existence of a Default or an Event of Default, (i) Borrower may not elect to have a Loan converted into a Eurodollar Borrowing and (ii) each Eurodollar Borrowing shall, on the last day of its respective Interest Period, be redesignated as a Reference Rate Borrowing.

Redesignation of Borrowings. (a) If any Eurodollar Borrowing is not repaid on the last day of the applicable Interest Period, and Borrower has not requested that such Eurodollar Borrowing be continued pursuant to Section 3.3, then such Eurodollar Borrowing shall automatically shall be redesignated as a Reference Rate Borrowing on such date. (b) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date until one (1) month preceding the Maturity Date, Borrower may request that all or a portion of outstanding Reference Rate Borrowings be redesignated as a Eurodollar Borrowing; provided that the Interest Period for such Eurodollar Borrowing shall end on or before the Maturity Date. (c) Each redesignation of all or a portion of outstanding Reference Rate Borrowings as a Eurodollar Borrowing shall be made pursuant to a written Request for Redesignation of Borrowing. Not later than 12:00 p.m. at least three (3) Business Days prior to the first (1st) day of the applicable Interest Period, Administrative Agent shall have received, at Administrative Agent’s Lending Office, a properly completed Request for Redesignation of Borrowing specifying (i) the requested date of redesignation, (ii) the requested amount of Reference Rate Borrowings to be redesignated as a Eurodollar Borrowing, and (iii) the requested Interest Period. Administrative Agent may, in its sole and absolute discretion, permit a Request for Redesignation of Borrowing to be made by telecopier or by telephone (with confirmation sent promptly by telecopier) by Borrower. (d) Administrative Agent will notify each Lender of its receipt of a Request for Redesignation by 2:00 p.m. on the date of timely receipt of a Request for Redesignation from Borrower. All redesignations shall be made ratably according to the respective outstanding principal amount Principal Debt of the Term Loans with respect to which the Request for Redesignation was given is then held by each Lender. (e) Unless Administrative Agent otherwise consents, the amount of Reference Rate Borrowings to be redesignated as a Eurodollar Borrowing shall be an integral multiple of $1,000,000, but not less than $5,000,000. (f) With respect to any redesignation of Reference Rate Borrowing as a Eurodollar Borrowing, at or about 12:00 p.m. two (2) Business Days prior to the first (1st) day of the applicable Interest Period, Administrative Agent shall determine the applicable Eurodollar Rate (which determination shall be conclusive in the absence of manifest error) and shall promptly give notice of the same to Borrower and Lenders by telephone or telecopier. (g) Upon fulfillment of the applicable conditions set forth in this Agreement, the redesignation of all or a portion of outstanding Reference Rate Borrowings as a Eurodollar Borrowing shall become effective on the first (1st) day of the applicable Interest Period. (h) A Request for Redesignation of Borrowing shall be irrevocable upon receipt by Administrative Agent. (i) Nothing contained herein shall require Lenders to fund any Eurodollar Borrowing resulting from redesignation of all or a portion of any of the Reference Rate Borrowings in the London interbank eurodollar market. (j) Notwithstanding anything herein to the contrary, unless all of Lenders otherwise agree, during the existence of a Default or an Event of Default, Default (i) Borrower may not elect to have any portion of a Term Loan converted into a Eurodollar Borrowing and (ii) each Eurodollar Borrowing shall, on the last day of its respective Interest Period, be redesignated as a Reference Rate Borrowing.

Redesignation of Borrowings. (a) If Subject to Section 6.3, if any Eurodollar IBOR Borrowing is not repaid ----------- on the last day of the applicable Interest IBOR Period, then such Borrowing automatically auto matically shall be redesignated as a Reference Rate Borrowing on such date. (b) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date until one the fourteenth (114th) month day preceding the Applicable Maturity Date, Borrower the Company may request that all or a portion of outstanding Reference Rate Borrowings be redesignated as a Eurodollar an IBOR Borrowing; provided that the Interest IBOR Period for such Eurodollar IBOR Borrowing shall end on or before the Applicable Maturity Date. (c) Each redesignation of all or a portion of outstanding Reference Rate Borrowings as a Eurodollar an IBOR Borrowing shall be made pursuant to a written Request for Redesignation of Borrowing. Not later than 12:00 p.m. 9:00 a.m., California time, at least three two (32) Business IBOR Banking Days prior to the first (1st) day of the applicable Interest IBOR Period, Administrative the Agent shall have received, at Administrative the Agent’s Lending Office's office, a properly completed Request for Redesignation of Borrowing specifying (i1) the requested date of redesignation, (ii2) the requested amount of Reference Rate Borrowings to be redesignated as a Eurodollar an IBOR Borrowing, and (iii3) the requested Interest IBOR Period. Administrative The Agent may, in its sole and absolute discretion, permit a Request for Redesignation of Borrowing to be made by telecopier or by telephone (with confirmation sent promptly by telecopier) by Borrowerthe Company, in which case the Company shall confirm same by mailing a written Request for Redesignation of Borrowing to the Agent within 24 hours following the date of redesignation. (d) Administrative The Agent will notify each Lender Bank of its receipt of a Request for Redesignation by 2:00 p.m. 11:00 a.m. (California time) on the date of timely receipt of a Request for Redesignation from Borrowerthe Company. All redesignations shall be made ratably according to the respective outstanding principal amount of the Loans with respect to which the Request for Redesignation was given is then held by each LenderBank. (e) Unless Administrative Agent all of the Banks otherwise consentsagree, during the existence of an Event of Default, the Company may not elect to have a Loan converted into an IBOR Borrowing. (f) Unless the Banks otherwise consent, the amount of Reference Rate Borrowings to be redesignated as a Eurodollar an IBOR Borrowing shall be an integral multiple of $1,000,000100,000, but not less than $5,000,0001,000,000. (fg) With respect to any redesignation of Reference Rate Borrowing as a Eurodollar an IBOR Borrowing, at or about 12:00 p.m. two 9:00 a.m., California time, one (21) Business Days prior to IBOR Banking Day before the first (1st) day of the applicable Interest IBOR Period, Administrative the Agent shall determine the applicable Eurodollar IBOR Rate (which determination shall be conclusive in the absence of manifest error) and shall promptly give notice of the same to Borrower the Company and Lenders the Banks by telephone telephone, telecopier or telecopiertelex. (gh) Upon fulfillment of the applicable conditions set forth in this Agreement, the redesignation of all or a portion of outstanding Reference Rate Borrowings as a Eurodollar an IBOR Borrowing shall become effective on the first (1st) day of the applicable Interest IBOR Period. (hi) A Request for Redesignation of Borrowing shall be irrevocable upon receipt by Administrative the Agent. (ij) Nothing contained herein shall require Lenders the Banks to fund any Eurodollar IBOR Borrowing resulting from redesignation of all or a portion of any of the Reference Rate Borrowings Borrowings, in the London interbank eurodollar marketDesignated IBOR Market. (j) Notwithstanding anything herein to the contrary, unless all of Lenders otherwise agree, during the existence of a Default or an Event of Default, (i) Borrower may not elect to have a Loan converted into a Eurodollar Borrowing and (ii) each Eurodollar Borrowing shall, on the last day of its respective Interest Period, be redesignated as a Reference Rate Borrowing.

Redesignation of Borrowings. (a) If any Eurodollar Borrowing is not repaid on the last day of the applicable Interest Period, then such Borrowing automatically shall be redesignated as a Reference Rate Borrowing on such date. (b) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date until one (1) month preceding the Maturity Date, Borrower may request that all or a portion of outstanding Reference Rate Borrowings be redesignated as a Eurodollar Borrowing; provided that the Interest Period for such Eurodollar Borrowing shall end on or before the Maturity Date. (c) Each redesignation of all or a portion of outstanding Reference Rate Borrowings as a Eurodollar Borrowing shall be made pursuant to a written Request for Redesignation of Borrowing. Not later than 12:00 p.m. 11:00 a.m. at least three (3) Business Days prior to the first (1st1/st/) day of the applicable Interest Period, Administrative Agent shall have received, at Administrative Agent’s 's Lending Office, a properly completed Request for Redesignation of Borrowing specifying (i) the requested date of redesignation, (ii) the requested amount of Reference Rate Borrowings to be redesignated as a Eurodollar Borrowing, and (iii) the requested Interest Period. Administrative Agent may, in its sole and absolute discretion, permit a Request for Redesignation of Borrowing to be made by telecopier or by telephone (with confirmation sent promptly by telecopier) by Borrower, in which case Borrower shall confirm same by mailing a written Request for Redesignation of Borrowing to Administrative Agent within 24 hours following the date of redesignation. (d) Administrative Agent will notify each Lender of its receipt of a Request for Redesignation by 2:00 1:00 p.m. on the date of timely receipt of a Request for Redesignation from Borrower. All redesignations shall be made ratably according to the respective outstanding principal amount of the Loans with respect to which the Request for Redesignation was given is then held by each Lender. (e) Unless Administrative Agent otherwise consents, the amount of Reference Rate Borrowings to be redesignated as a Eurodollar Borrowing shall be an integral multiple of $1,000,000, but not less than $5,000,000. (f) With respect to any redesignation of Reference Rate Borrowing as a Eurodollar Borrowing, at or about 12:00 p.m. two 11:00 a.m. one (21) Business Days prior to Day after the first (1st) day of the applicable Interest PeriodBusiness Day on which Administrative Agent receives Borrower's Request for Redesignation, Administrative Agent shall determine the applicable Eurodollar Rate (which determination shall be conclusive in the absence of manifest error) and shall promptly give notice of the same to Borrower and Lenders by telephone or telecopier. (g) Upon fulfillment of the applicable conditions set forth in this Agreement, the redesignation of all or a portion of outstanding Reference Rate Borrowings as a Eurodollar Borrowing shall become effective on the first (1st1/st/) day of the applicable Interest Period. (h) A Request for Redesignation of Borrowing shall be irrevocable upon receipt by Administrative Agent. (i) Nothing contained herein shall require Lenders to fund any Eurodollar Borrowing resulting from redesignation of all or a portion of any of the Reference Rate Borrowings in the London interbank eurodollar market. (j) Notwithstanding anything herein to the contrary, unless all of Lenders otherwise agree, during the existence of a Default or an Event of Default, (i) Borrower may not elect to have a Loan converted into a Eurodollar Borrowing and (ii) each Eurodollar Borrowing shall, on the last day of its respective Interest Period, be redesignated as a Reference Rate Borrowing.

Redesignation of Borrowings. (a1) If any Eurodollar LIBOR Borrowing is not repaid on the last day of the applicable Interest LIBOR Period, then such Borrowing automatically shall be redesignated as a Reference Rate Borrowing on such date. (b2) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date until one (1) month preceding the Maturity Date, Borrower the Company may request that all or a portion of outstanding Reference Rate Borrowings be redesignated as a Eurodollar LIBOR Borrowing; provided that the Interest LIBOR Period for such Eurodollar LIBOR Borrowing shall end on or before the Maturity Date. (c3) Each redesignation of all or a portion of outstanding Reference Rate Borrowings as a Eurodollar LIBOR Borrowing shall be made pursuant to a written Request for Redesignation of Borrowing. Not later than 12:00 p.m. 9:00 a.m., California time, at least three (3) Business LIBOR Banking Days prior to the first (1st) day of the applicable Interest LIBOR Period, Administrative the Agent shall have received, at Administrative the Agent’s Lending Office's office, a properly completed Request for Redesignation of Borrowing specifying (i1) the requested date of redesignation, (ii2) the requested amount of Reference Rate Borrowings to be redesignated as a Eurodollar LIBOR Borrowing, and (iii3) the requested Interest LIBOR Period. Administrative The Agent may, in its sole and absolute discretion, permit a Request for Redesignation of Borrowing to be made by telecopier or by telephone (with confirmation sent promptly by telecopier) by Borrowerthe Company. (d4) Administrative The Agent will notify each Lender Bank of its receipt of a Request for Redesignation by 2:00 p.m. 11:00 a.m. (California time) on the date of timely receipt of a Request for Redesignation from Borrowerthe Company. All redesignations shall be made ratably according to the respective outstanding principal amount of the Loans with respect to which the Request for Redesignation was given is then held by each LenderBank. (e5) Unless Administrative Agent all of the Banks otherwise consentsagree, during the existence of an Event of Default, the Company may not elect to have a Loan converted into a LIBOR Borrowing. (6) Unless the Banks otherwise consent, the amount of Reference Rate Borrowings to be redesignated as a Eurodollar LIBOR Borrowing shall be an integral multiple of $1,000,000250,000, but not less than $5,000,000750,000. (f7) With respect to any redesignation of Reference Rate Borrowing as a Eurodollar LIBOR Borrowing, at or about 12:00 p.m. two 9:00 a.m., California time, one (21) Business Days prior to LIBOR Banking Day after the first (1st) day of LIBOR Banking Day on which Agent receives Company's Request for Redesignation, the applicable Interest Period, Administrative Agent shall determine the applicable Eurodollar LIBOR Rate (which determination shall be conclusive in the absence of manifest error) and shall promptly give notice of the same to Borrower the Company and Lenders the Banks by telephone telephone, telecopier or telecopiertelex. (g) 8) Upon fulfillment of the applicable conditions set forth in this Agreement, the redesignation of all or a portion of outstanding Reference Rate Borrowings as a Eurodollar LIBOR Borrowing shall become effective on the first (1st) day of the applicable Interest LIBOR Period. (h9) A Request for Redesignation of Borrowing shall be irrevocable upon receipt by Administrative the Agent. (i10) Nothing contained herein shall require Lenders the Banks to fund any Eurodollar LIBOR Borrowing resulting from redesignation of all or a portion of any of the Reference Rate Borrowings in the London interbank eurodollar marketmarket or other Designated Market. (j) Notwithstanding anything herein to the contrary, unless all of Lenders otherwise agree, during the existence of a Default or an Event of Default, (i) Borrower may not elect to have a Loan converted into a Eurodollar Borrowing and (ii) each Eurodollar Borrowing shall, on the last day of its respective Interest Period, be redesignated as a Reference Rate Borrowing.

Redesignation of Borrowings. (a) If any Eurodollar LIBOR Borrowing is not repaid on the last day of the applicable Interest LIBOR Period, then such Borrowing automatically shall be redesignated as a Reference Rate Borrowing on such date. (b) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date until one (1) month preceding the Maturity Date, Borrower the Company may request that all or a portion of outstanding Reference Rate Borrowings be redesignated as a Eurodollar LIBOR Borrowing; provided that the Interest LIBOR Period for such Eurodollar LIBOR Borrowing shall end on or before the Maturity Date. (c) Each redesignation of all or a portion of outstanding Reference Rate Borrowings as a Eurodollar LIBOR Borrowing shall be made pursuant to a written Request for Redesignation of Borrowing. Not later than 12:00 p.m. 9:00 a.m., California time, at least three (3) Business LIBOR Banking Days prior to the first (1st) day of the applicable Interest LIBOR Period, Administrative the Agent shall have received, at Administrative the Agent’s Lending Office's office, a properly completed Request for Redesignation of Borrowing specifying (i1) the requested date of redesignation, (ii2) the requested amount of Reference Rate Borrowings to be redesignated as a Eurodollar LIBOR Borrowing, and (iii3) the requested Interest LIBOR Period. Administrative The Agent may, in its sole and absolute discretion, permit a Request for Redesignation of Borrowing to be made by telecopier or by telephone (with confirmation sent promptly by telecopier) by Borrowerthe Company, in which case the Company shall confirm same by mailing a written Request for Redesignation of Borrowing to the Agent within 24 hours following the date of redesignation. (d) Administrative The Agent will notify each Lender Bank of its receipt of a Request for Redesignation by 2:00 p.m. 11:00 a.m. (California time) on the date of timely receipt of a Request for Redesignation from Borrowerthe Company. All redesignations shall be made ratably according to the respective outstanding principal amount of the Loans with respect to which the Request for Redesignation was given is then held by each LenderBank. (e) Unless Administrative Agent all of the Banks otherwise consentsagree, during the existence of an Event of Default, the Company may not elect to have a Loan converted into a LIBOR Borrowing. (f) Unless the Banks otherwise consent, the amount of Reference Rate Borrowings to be redesignated as a Eurodollar LIBOR Borrowing shall be an integral multiple of $1,000,000100,000, but not less than $5,000,0001,500,000. (fg) With respect to any redesignation of Reference Rate Borrowing as a Eurodollar LIBOR Borrowing, at or about 12:00 p.m. two 9:00 a.m., California time, one (21) Business Days prior to LIBOR Banking Day after the first (1st) day of LIBOR Banking Day on which Agent receives Borrower's Request for Redesignation, the applicable Interest Period, Administrative Agent shall determine the applicable Eurodollar LIBOR Rate (which determination shall be conclusive in the absence of manifest error) and shall promptly give notice of the same to Borrower the Company and Lenders the Banks by telephone telephone, telecopier or telecopiertelex. (gh) Upon fulfillment of the applicable conditions set forth in this Agreement, the redesignation of all or a portion of outstanding Reference Rate Borrowings as a Eurodollar LIBOR Borrowing shall become effective on the first (1st) day of the applicable Interest LIBOR Period. (hi) A Request for Redesignation of Borrowing shall be irrevocable upon receipt by Administrative the Agent. (ij) Nothing contained herein shall require Lenders the Banks to fund any Eurodollar LIBOR Borrowing resulting from redesignation of all or a portion of any of the Reference Rate Borrowings in the London interbank eurodollar market. (j) Notwithstanding anything herein to the contrary, unless all of Lenders otherwise agree, during the existence of a Default or an Event of Default, (i) Borrower may not elect to have a Loan converted into a Eurodollar Borrowing and (ii) each Eurodollar Borrowing shall, on the last day of its respective Interest Period, be redesignated as a Reference Rate Borrowing.

Redesignation of Borrowings. (a) If any Eurodollar LIBOR Borrowing is not repaid on the last day of the applicable Interest LIBOR Period, then such Borrowing automatically shall be redesignated as a Reference Rate Borrowing on such date. (b) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date until one (1) month preceding the Maturity Date, Borrower the Company may request that all or a portion of outstanding Reference Rate Borrowings be redesignated as a Eurodollar LIBOR Borrowing; provided that the Interest LIBOR Period for such Eurodollar LIBOR Borrowing shall end on or before the Maturity Date. (c) Each redesignation of all or a portion of outstanding Reference Rate Borrowings as a Eurodollar LIBOR Borrowing shall be made pursuant to a written Request for Redesignation of Borrowing. Not later than 12:00 p.m. 9:00 a.m., California time, at least two (2) LIBOR Banking Days (or three (3) Business Days if the LIBOR Borrowing is to be more than $15,000,000) prior to the first (1st) day of the applicable Interest LIBOR Period, Administrative the Agent shall have received, at Administrative the Agent’s Lending Office's office, a properly completed Request for Redesignation of Borrowing specifying (i1) the requested date of redesignation, (ii2) the requested amount of Reference Rate Borrowings to be redesignated as a Eurodollar LIBOR Borrowing, and (iii3) the requested Interest LIBOR Period. Administrative The Agent may, in its sole and absolute discretion, permit a Request for Redesignation of Borrowing to be made by telecopier or by telephone (with confirmation sent promptly by telecopier) by Borrowerthe Company, in which case the Company shall confirm same by mailing a written Request for Redesignation of Borrowing to the Agent within 24 hours following the date of redesignation. (d) Administrative The Agent will notify each Lender Bank of its receipt of a Request for Redesignation by 2:00 p.m. 11:00 a.m. (California time) on the date of timely receipt of a Request for Redesignation from Borrowerthe Company. All redesignations shall be made ratably according to the respective outstanding principal amount of the Loans with respect to which the Request for Redesignation was given is then held by each LenderBank. (e) Unless Administrative Agent all of the Banks otherwise consentsagree, during the existence of an Event of Default, the Company may not elect to have a Loan converted into a LIBOR Borrowing. (f) Unless the Banks otherwise consent, the amount of Reference Rate Borrowings to be redesignated as a Eurodollar LIBOR Borrowing shall be an integral multiple of $1,000,000100,000, but not less than $5,000,0001,500,000. (fg) With respect to any redesignation of Reference Rate Borrowing as a Eurodollar LIBOR Borrowing, at or about 12:00 p.m. two 9:00 a.m., California time, one (21) Business Days prior to LIBOR Banking Day after the first (1st) day of LIBOR Banking Day on which Agent receives Borrower's Request for Redesignation, the applicable Interest Period, Administrative Agent shall determine the applicable Eurodollar LIBOR Rate (which determination shall be conclusive in the absence of manifest error) and shall promptly give notice of the same to Borrower the Company and Lenders the Banks by telephone telephone, telecopier or telecopiertelex. (gh) Upon fulfillment of the applicable conditions set forth in this Agreement, the redesignation of all or a portion of outstanding Reference Rate Borrowings as a Eurodollar LIBOR Borrowing shall become effective on the first (1st) day of the applicable Interest LIBOR Period. (hi) A Request for Redesignation of Borrowing shall be irrevocable upon receipt by Administrative the Agent. (ij) Nothing contained herein shall require Lenders the Banks to fund any Eurodollar LIBOR Borrowing resulting from redesignation of all or a portion of any of the Reference Rate Borrowings in the London interbank eurodollar market. (j) Notwithstanding anything herein to the contrary, unless all of Lenders otherwise agree, during the existence of a Default or an Event of Default, (i) Borrower may not elect to have a Loan converted into a Eurodollar Borrowing and (ii) each Eurodollar Borrowing shall, on the last day of its respective Interest Period, be redesignated as a Reference Rate Borrowing.

Redesignation of Borrowings. (a) If Subject to SECTION 6.3, if any Eurodollar LIBOR Borrowing is not repaid on the last day of the applicable Interest LIBOR Period, then such Borrowing automatically shall be redesignated as a Reference Rate Borrowing on such date. (b) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date until one (1) month preceding the Maturity Date, Borrower the Company may request that all or a portion of outstanding Reference Rate Borrowings be redesignated as a Eurodollar LIBOR Borrowing; provided that the Interest LIBOR Period for such Eurodollar LIBOR Borrowing shall end on or before the Maturity Date. (c) Each redesignation of all or a portion of outstanding Reference Rate Borrowings as a Eurodollar LIBOR Borrowing shall be made pursuant to a written Request for Redesignation of Borrowing, executed by a Designated Responsible Official. Not later than 12:00 p.m. 9:00 a.m., California time, at least three (3) Business LIBOR Banking Days prior to the first (1st) day of the applicable Interest LIBOR Period, Administrative the Agent shall have received, at Administrative the Agent’s Lending Office's office, a properly completed Request for Redesignation of Borrowing specifying (i1) the requested date of redesignation, (ii2) the requested amount of Reference Rate Borrowings to be redesignated as a Eurodollar LIBOR Borrowing, and (iii3) the requested Interest LIBOR Period. Administrative The Agent may, in its sole and absolute discretion, permit a Request for Redesignation of Borrowing to be made by telecopier or by telephone (with confirmation sent promptly by telecopier) by Borrowerthe Company, in which case the Company shall confirm same by mailing a written Request for Redesignation of Borrowing to the Agent within 24 hours following the date of redesignation. (d) Administrative The Agent will notify each Lender Bank of its receipt of a Request for Redesignation by 2:00 p.m. on the date of timely receipt of a Request for Redesignation from Borrowerthe Company. All redesignations shall be made ratably according to the respective outstanding principal amount of the Loans with respect to which the Request for Redesignation was given is then held by each LenderBank. (e) Unless Administrative Agent all of the Banks otherwise consentsagree, during the existence of an Event of Default, the Company may not elect to have a Loan converted into a LIBOR Borrowing. (f) Unless the Banks otherwise consent, the amount of Reference Rate Borrowings to be redesignated as a Eurodollar LIBOR Borrowing shall be an integral multiple of $1,000,000, but not less than $5,000,0002,000,000. (fg) With respect to any redesignation of Reference Rate Borrowing as a Eurodollar LIBOR Borrowing, at or about 12:00 p.m. two 9:00 a.m., California time, one (21) Business Days prior to LIBOR Banking Day after the first (1st) day of LIBOR Banking Day on which Agent receives Borrower's Request for Redesignation, the applicable Interest Period, Administrative Agent shall determine the applicable Eurodollar LIBOR Rate (which determination shall be conclusive in the absence of manifest error) and shall promptly give notice of the same to Borrower the Company and Lenders the Banks by telephone telephone, telecopier or telecopiertelex. (gh) Upon fulfillment of the applicable conditions set forth in this Agreement, the redesignation of all or a portion of outstanding Reference Rate Borrowings as a Eurodollar LIBOR Borrowing shall become effective on the first (1st) day of the applicable Interest LIBOR Period. (hi) A Request for Redesignation of Borrowing shall be irrevocable upon receipt by Administrative the Agent. (ij) Nothing contained herein shall require Lenders the Banks to fund any Eurodollar Borrowing XXXXX Xxxxxxxxx resulting from redesignation of all or a portion of any of the Reference Rate Borrowings Borrowings, in the London interbank eurodollar market. (j) Notwithstanding anything herein to the contrary, unless all of Lenders otherwise agree, during the existence of a Default or an Event of Default, (i) Borrower may not elect to have a Loan converted into a Eurodollar Borrowing and (ii) each Eurodollar Borrowing shall, on the last day of its respective Interest Period, be redesignated as a Reference Rate Borrowing.

Redesignation of Borrowings. (a) If any Eurodollar LIBOR Borrowing is not repaid on the last day of the applicable Interest LIBOR Period, then such Borrowing automatically shall be redesignated as a Reference Rate Borrowing on such date. (b) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date until one (1) month preceding the Maturity Date, Borrower the Company may request that all or a portion of outstanding Reference Rate Borrowings be redesignated as a Eurodollar LIBOR Borrowing; provided that the Interest LIBOR Period for such Eurodollar LIBOR Borrowing shall end on or before the Maturity Date. (c) Each redesignation of all or a portion of outstanding Reference Rate Borrowings as a Eurodollar LIBOR Borrowing shall be made pursuant to a written Request for Redesignation of Borrowing. Not later than 12:00 p.m. 9:00 a.m., California time, at least two (2) LIBOR Banking Days (or three (3) Business Days if the LIBOR Borrowing is to be more than $15,000,000) prior to the first (1st) day of the applicable Interest LIBOR Period, Administrative the Agent shall have received, at Administrative the Agent’s Lending Office's office, a properly completed Request for Redesignation of Borrowing specifying (i1) the requested date of redesignation, (ii2) the requested amount of Reference Rate Borrowings to be redesignated as a Eurodollar LIBOR Borrowing, and (iii3) the requested Interest LIBOR Period. Administrative The Agent may, in its sole and absolute discretion, permit a Request for Redesignation of Borrowing to be made by telecopier or by telephone (with confirmation sent promptly by telecopier) by Borrowerthe Company, in which case the Company shall confirm same by mailing a written Request for Redesignation of Borrowing to the Agent within 24 hours following the date of redesignation. (d) Administrative The Agent will notify each Lender Bank of its receipt of a Request for Redesignation by 2:00 p.m. 11:00 a.m. (California time) on the date of timely receipt of a Request for Redesignation from Borrowerthe Company. All redesignations shall be made ratably according to the respective outstanding principal amount of the Loans with respect to which the Request for Redesignation was given is then held by each LenderBank. (e) Unless Administrative Agent all of the Banks otherwise consentsagree, during the existence of an Event of Default, the Company may not elect to have a Loan converted into a LIBOR Borrowing. (f) Unless the Banks otherwise consent, the amount of Reference Rate Borrowings to be redesignated as a Eurodollar LIBOR Borrowing shall be an integral multiple of $1,000,000100,000, but not less than $5,000,0001,500,000. (fg) With respect to any redesignation of Reference Rate Borrowing as a Eurodollar LIBOR Borrowing, at or about 12:00 p.m. two 9:00 a.m., California time, one (21) Business Days prior to LIBOR Banking Day after the first (1st) day of LIBOR Banking Day on which Agent receives Borrower's Request for Redesignation, the applicable Interest Period, Administrative Agent shall determine the applicable Eurodollar LIBOR Rate (which determination shall be conclusive in the absence of manifest error) and shall promptly give notice of the same to Borrower the Company and Lenders the Banks by telephone telephone, telecopier or telecopiertelex. (gh) Upon fulfillment of the applicable conditions set forth in this Agreement, the redesignation of all or a portion of outstanding Reference Rate Borrowings as a Eurodollar LIBOR Borrowing shall become effective on the first (1st) day of the applicable Interest LIBOR Period. (hi) A Request for Redesignation of Borrowing shall be irrevocable upon receipt by Administrative the Agent. (ij) Nothing contained herein shall require Lenders the Banks to fund any Eurodollar LIBOR Borrowing resulting from redesignation of all or a portion of any of the Reference Rate Borrowings in the London interbank eurodollar marketmarket or other Designated Market. (j) Notwithstanding anything herein to the contrary, unless all of Lenders otherwise agree, during the existence of a Default or an Event of Default, (i) Borrower may not elect to have a Loan converted into a Eurodollar Borrowing and (ii) each Eurodollar Borrowing shall, on the last day of its respective Interest Period, be redesignated as a Reference Rate Borrowing.

Redesignation of Borrowings. (a) If Subject to Section 6.3, if any Eurodollar LIBOR Borrowing is not repaid on the last day of the applicable Interest LIBOR Period, then such Borrowing automatically shall be redesignated as a Reference Rate Borrowing on such date. (b) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date until one (1) month preceding the Maturity Date, Borrower the Company may request that all or a portion of outstanding Reference Rate Borrowings be redesignated as a Eurodollar LIBOR Borrowing; provided that the Interest LIBOR Period for such Eurodollar LIBOR Borrowing shall end on or before the Maturity Date. (c) Each redesignation of all or a portion of outstanding Reference Rate Borrowings as a Eurodollar LIBOR Borrowing shall be made pursuant to a written Request for Redesignation of Borrowing, executed by a Designated Responsible Official. Not later than 12:00 p.m. 9:00 a.m., California time, at least three (3) Business LIBOR Banking Days prior to the first (1st) day of the applicable Interest LIBOR Period, Administrative the Agent shall have received, at Administrative the Agent’s Lending Office's office, a properly completed Request for Redesignation of Borrowing specifying (i1) the requested date of redesignation, (ii2) the requested amount of Reference Rate Borrowings to be redesignated as a Eurodollar LIBOR Borrowing, and (iii3) the requested Interest LIBOR Period. Administrative The Agent may, in its sole and absolute discretion, permit a Request for Redesignation of Borrowing to be made by telecopier or by telephone (with confirmation sent promptly by telecopier) by Borrowerthe Company, in which case the Company shall confirm same by mailing a written Request for Redesignation of Borrowing to the Agent within 24 hours following the date of redesignation. (d) Administrative The Agent will notify each Lender Bank of its receipt of a Request for Redesignation by 2:00 p.m. on the date of timely receipt of a Request for Redesignation from Borrowerthe Company. All redesignations shall be made ratably according to the respective outstanding principal amount of the Loans with respect to which the Request for Redesignation was given is then held by each LenderBank. (e) Unless Administrative Agent all of the Banks otherwise consentsagree, during the existence of an Event of Default, the Company may not elect to have a Loan converted into a LIBOR Borrowing. (f) Unless the Banks otherwise consent, the amount of Reference Rate Borrowings to be redesignated as a Eurodollar LIBOR Borrowing shall be an integral multiple of $1,000,000, but not less than $5,000,0001,500,000. (fg) With respect to any redesignation of Reference Rate Borrowing as a Eurodollar LIBOR Borrowing, at or about 12:00 p.m. two 9:00 a.m., California time, one (21) Business Days prior to LIBOR Banking Day after the first (1st) day of LIBOR Banking Day on which Agent receives the applicable Interest PeriodCompany's Request for Redesignation, Administrative the Agent shall determine the applicable Eurodollar LIBOR Rate (which determination shall be conclusive in the absence of manifest error) and shall promptly give notice of the same to Borrower the Company and Lenders the Banks by telephone telephone, telecopier or telecopiertelex. (gh) Upon fulfillment of the applicable conditions set forth in this Agreement, the redesignation of all or a portion of outstanding Reference Rate Borrowings as a Eurodollar LIBOR Borrowing shall become effective on the first (1st) day of the applicable Interest LIBOR Period. (hi) A Request for Redesignation of Borrowing shall be irrevocable upon receipt by Administrative the Agent. (ij) Nothing contained herein shall require Lenders the Banks to fund any Eurodollar LIBOR Borrowing resulting from redesignation of all or a portion of any of the Reference Rate Borrowings Borrowings, in the London interbank eurodollar market. (j) Notwithstanding anything herein to the contrary, unless all of Lenders otherwise agree, during the existence of a Default or an Event of Default, (i) Borrower may not elect to have a Loan converted into a Eurodollar Borrowing and (ii) each Eurodollar Borrowing shall, on the last day of its respective Interest Period, be redesignated as a Reference Rate Borrowing.