Conversion of Advances. (a) The Borrower may on any Business Day, upon notice given to the Administrative Agent not later than 11:00 A.M. on the third Business Day prior to the date of any proposed Conversion into or Continuation as Eurodollar Rate Advances and on the Business Day of any proposed Conversion into Base Rate Advances subject to the provisions of Section 2.18, Convert all Advances of one Type into Advances of another Type or Types or Continue Advances of the same Type having the same or a new Interest Period; provided that no Advance shall be Converted to or Continued as a Eurodollar Rate Advance if any Event of Default shall have occurred and be continuing. Each such notice of a Conversion or Continuation shall, within the restrictions specified above, specify (i) the date of such Conversion or Continuation, (ii) the Advances to be Converted or Continued and (iii) with respect to any Continuation, or if such Conversion is into, or with respect to Eurodollar Rate Advances, the duration of the Interest Period for each such Advance.
(b) If the Borrower shall fail to select the Type of any Advance or the duration of any Interest Period for any Eurodollar Rate Advance in accordance with the provisions contained in the definition of “Interest Period” and Section 2.19(a) or if any proposed Conversion of an Advance to a Eurodollar Rate Advance upon Conversion shall not occur as a result of the circumstances described in Section 2.18 or 2.19(c), such Advance will automatically, on the last day of the then-existing Interest Period therefor, Convert into a Base Rate Advance.
(c) Each notice of Conversion or Continuation given pursuant to Section 2.19(a) shall be irrevocable and binding on the Borrower. In the case of any Advance that is to be Converted to a Eurodollar Rate Advance, the Borrower shall indemnify the Lenders against any loss, cost or expense incurred by the Lenders as a result of any failure to fulfill on the date specified for such Conversion the applicable conditions set forth in Article III, including any loss (excluding loss of anticipated profits), cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund such Eurodollar Rate Advance, upon such Conversion, when such Conversion, as a result of such failure, does not occur. The Borrower’s obligations under this paragraph (c) shall survive the repayment of all other amounts owing to the Lenders under this Agreement and the other Loan Documen...
Conversion of Advances. The Borrower may on any Business Day, upon notice given to the Agent not later than 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Conversion and subject to the provisions of Sections 2.02(b), 2.09 and 2.15, Convert all Advances of one Type comprising the same Borrowing into Advances of the other Type; provided, however, that (i) any Conversion of any Eurodollar Rate Advances into Base Rate Advances shall be made on, and only on, the last day of an Interest Period for such Eurodollar Rate Advances, except as provided in Section 2.15, and (ii) Advances comprising a Borrowing may not be Converted into Eurodollar Rate Advances if the outstanding principal amount of such Borrowing is less than $10,000,000 or if any Event of Default under Section 6.01(a) shall have occurred and be continuing on the date the related notice of Conversion would otherwise be given pursuant to this Section 2.16. Each such notice of a Conversion shall, within the restrictions specified above, specify (i) the date of such Conversion, (ii) the Advances to be Converted, and (iii) if such Conversion is into Eurodollar Rate Advances, the duration of the initial Interest Period for each such Advance. Each notice of Conversion shall be irrevocable and binding on the Borrower. If any Event of Default under Section 6.01(a) shall have occurred and be continuing on the third Business Day prior to the last day of any Interest Period for any Eurodollar Rate Advances, the Borrower agrees to Convert all such Advances into Base Rate Advances on the last day of such Interest Period.
Conversion of Advances. (a) The Borrower may on any Business Day, upon prior written notice in the form of Exhibit C (a "Notice of Conversion/Continuation") signed by an Authorized Officer and given to the Agent (a) with respect to any Conversion to Reference Rate Advances, not later than 11:00 a.m., Los Angeles time, on the Business Day immediately preceding the date of the proposed Conversion and (b) with respect to any Conversion to LIBOR Advances, not later than 11:00 a.m., Los Angeles time, on the third Business Day before the date of the proposed Conversion, subject to the provisions of Sections 3.2 and 3.3, Convert all the Advances of one Type making up the same Borrowing into Advances of another Type; provided, however, that any Conversion of LIBOR Advances into Reference Rate Advances shall be made on, and only on, the last day of an Interest Period for such LIBOR Advances. Each notice of a Conversion shall, within the restrictions specified above, specify (i) the date of such Conversion, (ii) the Advances to be Converted and (iii) if such Conversion is into LIBOR Advances, the duration of the initial Interest Period for such Advances. Each Notice of Conversion shall be irrevocable and binding on the Borrower.
(b) On any date on which the aggregate unpaid principal amount of LIBOR Advances composing any Borrowing is reduced, by payment or prepayment or otherwise, to less than $1,000,000, such Advances shall automatically Convert into Reference Rate Advances. Upon the occurrence and during the continuation of any Default, (A) each LIBOR Advance shall automatically, on the last day of the then existing Interest Period therefor, Convert into a Reference Rate Advance, and (B) the obligation of the Lenders to make, or to Convert Advances into, LIBOR Advances shall be suspended.
Conversion of Advances. The Company hereby agrees that Newco shall issue to Purchaser an aggregate of ninety one thousand one hundred and six (91,106) shares (the “Shares”) of Common Stock of Newco, and the Purchaser hereby agrees to convert the Advances into the Shares. The number of Shares has been determined based upon dividing the outstanding Advances by 5.4881. The Company agrees that Newco will instruct its transfer agent to issue the Shares to Purchaser promptly upon closing of the Public Offering. It is understood that any accrued interest on the Advances shall be extinguished as soon as the Advances will be converted to Shares at the closing of the Public Offering. The conversion of the Advances shall occur concurrently with the closing of the Public Offering and is conditioned thereon.
Conversion of Advances. 53 2.10. Increased Costs, Etc......................................... 54 2.11.
Conversion of Advances. (a) Each Borrower may from time to time, by delivering a Borrowing Notice, elect to change the Type of any outstanding Advance, as follows:
(i) if such Advance is a Libor Advance, such Borrower may elect to change such Libor Advance in whole or in part to a Prime Rate Advance or a Base Rate Advance beginning on the last day of the then current Interest Period applicable to such Libor Advance;
(ii) if such Advance is a Prime Rate Advance, such Borrower may elect to change such Prime Rate Advance in whole or in part to a Libor Advance or a Base Rate Advance; and
(iii) if such Advance is a Base Rate Advance, such Borrower may elect to change such Base Rate Advance in whole or in part to a Libor Advance or a Prime Rate Advance.
(b) Each such election shall be made on at least three Business Days’ prior written notice for a conversion into a Libor Advance and on at least two Business Days’ notice in any other case, given not later than 9:00 a.m. (Vancouver time) by such Borrower to the Administration Agent.
(c) Each Borrowing Notice delivered pursuant to this Section shall specify the new Type of Advance selected, the date on which the requested change is to be made, the currency (if changed) and, if the new Type of Advance is a Libor Advance, the duration of the initial Interest Period applicable thereto.
(d) Such Borrower will, upon the date of any change in the Type of an Advance which results in a change in the currency borrowed, pay to the Lender an amount equal to the outstanding principal of the Advance (or part thereof) being converted in the currency of such Advance, and the Lender shall provide to such Borrower in replacement thereof currency of the requested Type of Advance.
(e) Any change in the Type of an Advance pursuant to this Section shall be deemed to be a change in the type or form of borrowing and not a repayment or reborrowing by such Borrower.
Conversion of Advances. 35 SECTION 2.10. Increased Costs, Etc.............................................37 SECTION 2.11. Payments and Computations........................................39 SECTION 2.12. Taxes............................................................40 SECTION 2.13.
Conversion of Advances. The Borrower may on any Business ---------------------- Day, upon notice given to the Administrative Agent not later than 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Conversion and subject to the provisions of (S)(S)2.07 and 2.09, Convert all Tranche X Advances of one Type comprising the same Loan into Tranche X Advances of the other Type; provided that, --------
(a) while the Second LIBOR Method is applicable,
(i) any Conversion of LIBOR Advances into Base Rate Advances shall be made only on the last day of an Interest Period for such LIBOR Advances, and
(ii) the Borrower may not Convert Base Rate Advances into LIBOR Advances if, (A) after giving effect to such Conversion, there would be more than three Interest Periods in effect or (B) the Advances to be Converted would be less than the minimum amount specified in (S)2.02(b), and
(b) while the First LIBOR Method is applicable, the Borrower may not Convert any Advances of one Type into Advances of the other Type unless it Converts all Advances of one Type into Advances of the other Type. Each such notice of a Conversion shall, within the restrictions specified above, specify (x) the date of such Conversion, and (y) the Advances to be Converted. Each notice of Conversion shall be irrevocable and binding on the Borrower.
Conversion of Advances. Notwithstanding anything to the contrary in the Loan Documents, from and after the Second Waiver Effective Date, (a) if, on any date, the per annum interest rate applicable to Base Rate Advances is lower than the per annum interest rate applicable to Eurodollar Rate Advances requested on such date and having an Interest Period of one month, such Base Rate Advances shall, on the third Business Day following such date, be converted into Eurodollar Rate Advances having an Interest Period of one month, and (b) subject to clause (a) above, on the last day of the then existing Interest Period therefor each Eurodollar Rate Advance will, at the option of the applicable Borrower either continue as a Eurodollar Rate Advance having an Interest Period of one month or Convert to a Base Rate Advance, and (c) the obligation of the Lenders to Convert or continue Advances into Eurodollar Rate Advances having an Interest Period of longer than one month shall be suspended.
Conversion of Advances. 13 2.10 Prepayments................................................... 13 2.11
