Common use of Benchmark Unavailability Period Clause in Contracts

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given Benchmark, the Borrower may revoke any Notice of Borrowing, or request for a conversion to or continuation of Advances to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (x) the Borrower will be deemed to have converted any such request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a conversion to Advances denominated in the applicable currency bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin or (y) any Advance denominated in an Available Currency (other than Dollars or Canadian Dollars) shall be ineffective, as applicable. Furthermore, if any Advance in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advance, then (i) if such Advance is denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars), then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), at the Borrower’s election prior to such day, (A) be prepaid by the Borrower on such day or (B) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Currency) bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available Currency.

Benchmark Unavailability Period. Upon the Borrower’s Borrowers’ receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, the Borrower may revoke any Notice of Borrowing, or request for a SOFR Borrowing, a ▇▇▇▇▇ Borrowing or a EURIBOR Rate Borrowing, as applicable, of, conversion to or continuation of Advances SOFR Loans, ▇▇▇▇▇ Loans or EURIBOR Rate Loans, as applicable, to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (xi) (A) in the case of any request for a Borrowing in Dollars, the Borrower will be deemed to have converted any such request into a request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or conversion to ABR Loans and (B) in the case of any request for a conversion to Advances denominated an affected Borrowing in the applicable currency bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin or (y) any Advance denominated in an other Available Currency (other than Dollars or Canadian Dollars) Currency, then such request shall be ineffective, as applicable. Furthermore, if any Advance in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advance, then (i) if such Advance is denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, ineffective and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day or (ii) if such Advance is (A) any outstanding Loans in Dollars will be deemed to have been converted into ABR Loans immediately and (B) any outstanding affected Loans denominated in any other Available Currency Currency, shall either (other than Dollars or Canadian Dollars), then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), at the Borrower’s election prior to such day, (A) be prepaid by the Borrower on such day or (B1) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance into ABR Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Currency) bearing interest immediately or at a rate per annum equal to the Base Rate plus end of the Applicable Margin on such day applicable Interest Period, as applicable, or (it being understood and agreed 2) be prepaid in full immediately or at the end of the applicable Interest Period, as applicable; provided that if no election is made by the Borrowers by the date that is three Business Days after receipt by the Borrower does not so prepay of such Advance on such day by 12:00 noon, New York City timenotice, the Administrative Agent Borrower shall be deemed to have elected clause (1) above. During any Benchmark Unavailability Period or at any time that a tenor for the then-current Benchmark is authorized to effect not an Available Tenor, the component of ABR based upon the then-current Benchmark or such conversion tenor for such Benchmark, as applicable, will not be used in any determination of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available CurrencyABR.

Benchmark Unavailability Period. Upon the BorrowerCompany’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given Benchmark, (i) the Borrower Borrowers may revoke any Notice of Borrowing, or pending request for a Borrowing of, conversion to or continuation of Advances Term SOFR Advances, or a Borrowing of, conversion to or continuation of EURIBOR Advances, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency and, failing that, either (xA) in the case of any request for any affected Term SOFR Borrowing, if applicable, the applicable Borrower will be deemed to have converted any such request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a Borrowing or conversion to Base Rate Advances denominated in the applicable currency bearing interest at a rate per annum equal to amount specified therein and (B) in the Base Rate plus the Applicable Margin or (y) case of any Advance denominated in an Available Currency (other than Dollars or Canadian Dollars) shall be ineffective, as applicable. Furthermorerequest for any affected EURIBOR Borrowing, if any Advance in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advance, then (i) if such Advance is denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars), then such Advance shallrequest shall be ineffective and (ii)(A) any outstanding affected Term SOFR Advances, on if applicable, will be deemed to have been converted into Base Rate Advances at the last day end of the applicable Interest Accrual Period applicable to such Advance and (or the next succeeding Business Day if such day is not a Business Day)B) any outstanding affected EURIBOR Advances, at the applicable Borrower’s election prior to such dayelection, shall either (A) be prepaid by the Borrower on such day or (BI) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance into Base Rate Advances denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Alternate Currency) bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), andimmediately or, in the case of EURIBOR Advances, at the end of the applicable Interest Period or (II) be prepaid in full immediately or, in the case of ▇▇▇▇▇▇▇ Advances, at the end of the applicable Interest Period; provided that, with respect to any EURIBOR Advance, if no election is made by the applicable Borrower by the earlier of (x) the date that is three Business Days after receipt by the Company of such subclause notice and (By) the last day of the current Interest Period for the applicable EURIBOR Advance, such Borrower shall be deemed to have elected clause (I) above. Upon any such prepayment or conversion, the applicable Borrower shall also pay accrued interest on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 8.04(b), upon any subsequent implementation of . During a Benchmark Replacement in Unavailability Period with respect to any Benchmark or at any time that a tenor for any then-current Benchmark is not an Available Tenor, the component of Base Rate based upon the then-current Benchmark that is the subject of such Available Currency pursuant to this Section 2.18Benchmark Unavailability Period or such tenor for such Benchmark, such Advance denominated as applicable, will not be used in Dollars bearing interest at a rate per annum equal to the any determination of Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available CurrencyRate.

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, the Borrower may revoke any Notice of Borrowing, or request for a conversion to or continuation of Advances to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (x) the Borrower will be deemed to have converted any such request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a conversion to Advances denominated in the applicable currency bearing interest at a rate per annum equal to to, in the case of Dollar Advances, the Base Rate plus the Applicable Margin Margin, or (y) any Advance denominated in an Available Currency (other than Dollars or Canadian Dollars) shall be ineffective, as applicable. Furthermore, if any Advance in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advance, then (i) if such Advance is denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars), then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), at the Borrower’s election prior to such day, (A) be prepaid by the Borrower on such day or (B) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Currency) bearing interest at a rate per annum equal to the Base Rate then applicable Benchmark for Dollar Advances plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate then applicable Benchmark for Dollar Advances plus the Applicable Margin), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, 2.18 (in consultation with the Borrower) such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available Currency.

Benchmark Unavailability Period. Upon the BorrowerBorrower Representative’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given Benchmark, (i) the Borrower Borrowers may revoke any Notice of Borrowing, or pending request for a borrowing of, conversion to or continuation of Advances Term SOFR Loans, Eurocurrency Loans or ▇▇▇▇▇ Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable currency and, failing that, either (xA) in the case of any request for any affected Term SOFR Advance, if applicable, the applicable Borrower will be deemed to have converted any such request into a request for a Dollar an Alternate Base Rate Advance or an Advance conversion to Alternate Base Rate Loans in Canadian Dollars into a Notice the amount specified therein and (B) in the case of Borrowing of or any request for a conversion to Advances denominated in the applicable currency bearing interest at a rate per annum equal to the Base any affected Eurocurrency Rate plus the Applicable Margin Advance or (y) any Advance denominated in an Available Currency (other than Dollars or Canadian Dollars) shall be ineffective, as applicable. Furthermore▇▇▇▇▇ Advance, if any Advance in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advance, then (i) if such Advance is denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars), then such Advance shallrequest shall be ineffective and (ii)(A) any outstanding affected Term SOFR Loans, on if applicable, will be deemed to have been converted into Alternate Base Rate Loans at the last day end of the applicable Interest Accrual Period applicable to such Advance and (B) any outstanding affected Eurocurrency Loans or the next succeeding Business Day if such day is not a Business Day)▇▇▇▇▇ Loans, in each case, at the applicable Borrower’s election prior to such dayelection, shall either (A) be prepaid by the Borrower on such day or (BI) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance denominated in Dollars into Alternate Base Rate Loans (in an amount equal to the Dollar Equivalent of such Available Committed Currency) bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), andimmediately or, in the case of Eurocurrency Loans, at the end of the applicable Interest Period or (II) be prepaid in full immediately or, in the case of Eurocurrency Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇, if no election is made by such subclause Borrower by the date that is three Business Days after receipt by the Borrower Representive of such notice, such Borrower shall be deemed to have elected clause (B)I) above; provided, upon further that, with respect to any subsequent implementation Eurocurrency Loan, if no election is made by such Borrower by the earlier of (x) the date that is three Business Days after receipt by the Borrower Representive of such notice and (y) the last day of the current Interest Period for the applicable Eurocurrency Loan, such Borrower shall be deemed to have elected clause (I) above. Upon any such prepayment or conversion, the Borrowers shall also pay accrued interest on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 3.4. During a Benchmark Replacement in Unavailability Period with respect to any Benchmark or at any time that a tenor for any then-current Benchmark is not an Available Tenor, the component of Alternate Base Rate based upon the then-current Benchmark that is the subject of such Available Currency pursuant to this Section 2.18Benchmark Unavailability Period or such tenor for such Benchmark, such Advance denominated as applicable, will not be used in Dollars bearing interest at a rate per annum equal to the any determination of Alternate Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available CurrencyRate.

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given Benchmark, (i) the Borrower may revoke any pending Notice of BorrowingBorrowing of, or request for a conversion to or continuation of Advances to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Available Currency and, failing that, either (xA) in the case of any request for any affected Dollar Advances, the Borrower will be deemed to have converted any such Notice of Borrowing or request for a Dollar Advance or an Advance in Canadian Dollars conversion into a Notice of Borrowing of or request for a conversion to Dollar Advances denominated in the applicable currency bearing interest at a rate per annum rate equal to the Base Rate plus the Applicable Margin or and (yB) in the case of any Advance denominated Notice of Borrowing in an Available Currency (other than Dollars or Canadian Dollars) shall be ineffective, as applicable. Furthermore, if any Advance in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advance, then (i) if such Advance is denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), such Advance request shall be ineffective and (ii)(A) any outstanding affected Dollar Advances will be deemed to have been converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, into Dollar Advances bearing interest at a rate per annum rate equal to the Base Rate plus the Applicable Margin on such day or and (iiB) if such Advance is any outstanding Advances denominated in any an Available Currency (other than Dollars or Canadian Dollars), then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), at the Borrower’s election prior to such dayelection, shall either (A) be prepaid by the Borrower on such day or (BI) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance denominated in Dollars into Dollar Advances (in an amount equal to the Dollar Equivalent of such Available Currency) immediately, or, with respect to any Advance bearing interest at a rate per annum equal term rate, at the end of the applicable Interest Accrual Period or (II) with respect to the Base Rate plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such any Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal term rate, be prepaid at the end of the applicable Interest Accrual Period; provided that, with respect to an Advance that does not bear interest at a term rate, if no election is made by the Base Rate plus Borrower by the Applicable Margin), and, in date that is three Business Days after receipt by the case Borrower of such subclause notice, the Borrower shall be deemed to have elected clause (B)I) above; provided, upon further that, with respect to any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted term rate, if no election is made by the Administrative Agent toBorrower by the earlier of (x) the date that is three Business Days after receipt by the Borrower of such notice and (y) the last day of the current Interest Accrual Period for the applicable Advance, and the Borrower shall constitutebe deemed to have elected clause (I) above. Upon any such prepayment or conversion, the Borrower shall also pay accrued interest (except with respect to any prepayment or conversion of an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currencythat does not bear interest at a term rate) on the day of such implementationamount so prepaid or converted, giving effect together with any additional amounts required pursuant to such Benchmark Replacement in respect of such Available CurrencySection 2.11.

Benchmark Unavailability Period. Upon the BorrowerCompany’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given Benchmark, (i) the Borrower Borrowers may revoke any Notice of Borrowing, or pending request for a Term SOFR Borrowing of, conversion to or continuation of Advances Term SOFR Advances, or a Borrowing of, or continuation of, Eurocurrency Rate Advances, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Available Currency and, failing that, either (xA) in the case of any request for any affected Term SOFR Borrowing, if applicable, the applicable Borrower will be deemed to have converted any such request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a Base Rate Borrowing or conversion to Base Rate Advances denominated in the applicable currency bearing interest at a rate per annum equal to amount specified therein and (B) in the Base case of any request for any affected Eurocurrency Rate plus the Applicable Margin or (y) any Advance denominated in an Available Currency (other than Dollars or Canadian Dollars) shall be ineffective, as applicable. Furthermore, if any Advance in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advance, then (i) if such Advance is denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars)Borrowing, then such Advance shallrequest shall be ineffective and (ii)(A) any outstanding affected Term SOFR Advances, on if applicable, will be deemed to have been converted into Base Rate Advances at the last day end of the applicable Interest Accrual Period applicable to such Advance and (or the next succeeding Business Day if such day is not a Business Day)B) any outstanding affected Eurocurrency Rate Advances, at the applicable Borrower’s election prior to such dayelection, shall either (A) be prepaid by the Borrower on such day or (BI) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance into Base Rate Advances denominated in Dollars (in an amount equal to the Dollar Equivalent thereof) at the end of the applicable Interest Period or (II) be prepaid in full at the end of the applicable Interest Period; provided that, with respect to any Eurocurrency Rate Advance, if no election is made by the applicable Borrower by the earlier of (x) the date that is three Business Days after receipt by such Borrower of such notice and (y) the last day of the current Interest Period for the applicable Eurocurrency Rate Advance, such Borrower shall be deemed to have elected clause (I) above. Upon any such prepayment or conversion, the applicable Borrower shall also pay accrued interest on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 8.04(c). During a Benchmark Unavailability Period with respect to any Benchmark or at any time that a tenor for any then-current Benchmark is not an Available Currency) bearing interest at a rate per annum equal to Tenor, the component of the Base Rate plus based upon the Applicable Margin on such day (it being understood and agreed then-current Benchmark that if is the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion subject of such Advance into an Advance denominated Benchmark Unavailability Period or such tenor for such Benchmark, as applicable, will not be used in Dollars bearing interest at a rate per annum equal to any determination of the Base Rate plus the Applicable Margin), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available CurrencyRate.

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, the Borrower may revoke any Notice of Borrowing, or pending request for a Term Benchmark Loan or RFR Loan of, conversion to or continuation of Advances Term Benchmark Loans to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (x) the Borrower will be deemed to have converted any such request for (1) a Term Benchmark Loan denominated in Dollars into a request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing Loan of or request for a conversion to Advances (A) a RFR Loan denominated in Dollars so long as the applicable currency bearing interest at Adjusted RFR for Loans denominated in Dollars is not the subject of a rate per annum equal to the Benchmark Transition Event or (B) a Base Rate plus Loan if the Applicable Margin Adjusted RFR for Dollar borrowings is the subject of a Benchmark Transition Event or (y2) any Advance denominated Term Benchmark Loan or RFR Loan denominated, in each case, in an Available Alternative Currency (other than Dollars or Canadian Dollars) shall be ineffective. During any Benchmark Unavailability Period or at any time that a tenor for the then-current Benchmark is not an Available Tenor, the component of Base Rate based upon the then-current Benchmark or such tenor for such Benchmark, as applicable, will not be used in any determination of Base Rate. Furthermore, if any Advance Term Benchmark Loan or RFR Loan in any Available Agreed Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index a Relevant Rate applicable to such AdvanceTerm Benchmark Loan or RFR Loan, then until such time as a Benchmark Replacement for such Agreed Currency is implemented pursuant to this §4.16, (iA) if such Advance is for Loans denominated in Dollars or Canadian Dollars, then (1) any Term Benchmark Loan shall on the last day of the Interest Accrual Period applicable to such Advance Loan (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance (x) a RFR borrowing denominated in Dollars so long as the Adjusted RFR for Loans denominated in Dollars is not the subject of a Benchmark Transition Event or Canadian Dollars, as applicable, bearing interest at (y) a rate per annum equal to the Base Rate plus Loan if the Applicable Margin Adjusted RFR for Loans denominated in Dollars is the subject of a Benchmark Transition Event, on such day or and (ii2) if any RFR Loan shall on and from such Advance is day be converted by the Agent to, and shall constitute a Base Rate Loan and (B) for Loans denominated in an Alternative Currency, (1) any Available Currency (other than Dollars or Canadian Dollars), then such Advance Term Benchmark Loan shall, on the last day of the Interest Accrual Period applicable to such Advance Loan (or the next succeeding Business Day if such day is not a Business Day), be converted into Alternate Rate Loans and bear interest at the Borrower’s election prior to such day, Alternate Rate and (A2) be prepaid by any RFR Loan shall on the Borrower on such day or (B) next succeeding Business Day be converted by the Administrative Agent to, into Alternate Rate Loans and (subject to the remainder of this subclause (B)) shall constitute, an Advance denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Currency) bearing bear interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available CurrencyAlternate Rate.

Benchmark Unavailability Period. Upon the BorrowerCompany’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to Period, a given Benchmark, the Borrower may revoke any Notice of Borrowing, or request for a Loan bearing interest based on the Eurocurrency Rate, conversion to or continuation of Advances Loans bearing interest based on the Eurocurrency Rate to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (xA) (1) in the case of any request for a Eurocurrency Borrowing in Dollars, the applicable Borrower will be deemed to have converted any such request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a Loan or conversion to Advances denominated Loans bearing interest under the Alternate Base Rate and (2) in the applicable currency bearing interest at case of any request for a rate per annum equal to the Base Rate plus the Applicable Margin or Eurocurrency Borrowing in a Foreign Currency, then such request shall be ineffective and (yB)(1) any Advance denominated in an Available Currency (other than Dollars or Canadian Dollars) shall be ineffective, as applicable. Furthermore, if any Advance in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advance, then (i) if such Advance is affected Eurocurrency Borrowings denominated in Dollars or Canadian Dollars, then on will be deemed to have been converted into Loans bearing interest under the last day Alternate Base Rate at the end of the applicable Interest Accrual Period applicable to such Advance and (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance 2) any outstanding affected Eurocurrency Borrowings denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars), then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day)Foreign Currency, at the Borrower’s election prior to such dayelection, shall either (A) be prepaid by the Borrower on such day or (BI) be converted by into Loans bearing interest under the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance Base Rate Option denominated in Dollars (in an amount equal to the Dollar Equivalent Amount of such Available Foreign Currency) bearing interest at the end of the applicable Interest Period or (II) be prepaid at the end of the applicable Interest Period in full; provided that if no election is made by the applicable Borrower by the earlier of (x) the date that is three Business Days after receipt by the Company of such notice and (y) the last day of the current Interest Period for the applicable Eurocurrency Borrowing, such Borrower shall be deemed to have elected clause (I) above. During any Benchmark Unavailability Period or at any time that a rate per annum equal to tenor for the then-current Benchmark is not an Available Tenor, the component of the Alternate Base Rate plus based upon the Applicable Margin on then-current Benchmark or such day (it being understood and agreed that if tenor for such Benchmark, as applicable, will not be used in any determination of the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Alternate Base Rate plus the Applicable Margin), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available CurrencyRate.

Benchmark Unavailability Period. Upon the Borrower’s Borrowers’ receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, the Borrower Borrowers may revoke any Notice of Borrowing, or request for a Borrowing of, conversion to or continuation of Eurocurrency Rate Advances to be made, converted or continued during any Benchmark Unavailability Period and, failing thatthat (i) for each Eurocurrency Rate Advance denominated in Dollars, either (x) the Borrower Borrowers will be deemed to have converted any such request into a request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a conversion to Base Rate Advances and (ii) for each Eurocurrency Rate Advance denominated in any Committed Currency, the applicable currency bearing interest at Borrowers will be deemed to have requested a rate per annum Borrowing of or conversion to Base Rate Advances in an amount equal to the Equivalent thereof in Dollars. During any Benchmark Unavailability Period or at any time that a tenor for the then-current Benchmark is not an Available Tenor, the component of the Base Rate plus based upon the Applicable Margin then-current Benchmark or (y) any Advance denominated in an Available Currency (other than Dollars or Canadian Dollars) shall be ineffectivesuch tenor for such Benchmark, as applicable, will not be used in any determination of the Base Rate. Furthermore, if any Eurocurrency Rate Advance in any Available Agreed Currency is outstanding on the date of the Borrower’s Borrowers’ receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index a Relevant Rate applicable to such Eurocurrency Rate Advance, then (i) if such Eurocurrency Rate Advance is denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin Advance on such day or (ii) if such Eurocurrency Rate Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars)Committed Currency, then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), at the applicable Borrower’s election prior to such day, (A) be prepaid by the such Borrower on such day or (B) be exchanged into the Equivalent amount thereof in Dollars and converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Currency) bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin Advance on such day (it being understood and agreed that if the such Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such exchange and conversion of such Eurocurrency Rate Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable MarginAdvance), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available Currency.

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkBenchmark for Dollar, the Borrower may revoke any Notice of Borrowing, or pending request for a Borrowing of, conversion to or continuation of Advances Term Benchmark Loans to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (x) the Borrower will be deemed to have converted any such request into a request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a conversion to Advances denominated in the applicable currency bearing interest at a rate per annum equal to the Base Rate plus Loans. During a Benchmark Unavailability Period or at any time that a tenor for the Applicable Margin or (y) any Advance denominated in then-current Benchmark is not an Available Currency (other than Dollars Tenor, the component of Base Rate based upon the then-current Benchmark or Canadian Dollars) shall be ineffectivesuch tenor for such Benchmark, as applicable. Furthermore, if any Advance will not be used in any Available Currency is outstanding on the date determination of the Borrower’s receipt of notice of Base Rate. Upon the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable a Benchmark for any currency other than Dollar, the Borrower may revoke any pending request for such Borrowing of, conversion to or continuation of such AdvanceLoans, then (i) if such Advance is in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in Dollars or Canadian Dollarsthe applicable currency and, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day failing that, if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars), then such Advance shallrequest shall be ineffective and any outstanding affected Loans, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day)in each case, denominated in an Alternative Currency, at the Borrower’s election prior to such dayelection, shall either (A) be prepaid by the Borrower on such day or (BI) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance into Base Rate denominated in Dollars (in an amount equal to the Dollar Equivalent Amount of such Available Alternative Currency) bearing interest or (II) be prepaid in full immediately or at a rate per annum equal to the Base Rate plus end of the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noonapplicable Interest Period, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available Currencyas applicable.

Benchmark Unavailability Period. Upon the Borrower’s Borrowers’ receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, the Borrower Borrowers may revoke any Notice of Borrowing, or pending request for a SOFR Borrowing of, conversion to or continuation of Advances SOFR Loans, or a EURIBOR Borrowing of, or continuation of EURIBOR Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency and, failing that, either (xA) in the Borrower case of any request for any affected SOFR Loan, the Borrowers will be deemed to have converted any such request into a request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or conversion to Base Rate Loans and (B) in the case of any request for a conversion to Advances any affected EURIBOR Loan, if applicable, then such request shall be ineffective and shall, at the Borrowers’ election, (I) be converted into Base Rate Loans denominated in the applicable currency bearing interest at a rate per annum Dollars (in an amount that is then equal to the Base Rate plus Dollar Equivalent of such EURIBOR Loans) at the Applicable Margin end of the applicable Interest Period or (II) be prepaid in full at the end of the applicable Interest Period; provided that, with respect to any EURIBOR Loan, if no election is made by the Borrowers by the earlier of (x) that date this is three Business Days after receipt by the Borrowers of such notice and (y) any Advance denominated in an Available Currency (other than Dollars or Canadian Dollars) the last day of the current Interest Period for the applicable EURIBOR Loan, the Borrowers shall be ineffectivedeemed to have elected clause (I) above. Upon any such prepayment or conversion, as applicable. Furthermore, if any Advance in any Available Currency is outstanding the Borrowers shall also pay accrued interest on the date of the Borrower’s receipt of notice of the commencement of amount so prepaid or converted, together with any additional amounts required pursuant to Section 2.14. During a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advance, then (i) if such Advance is denominated in Dollars any Benchmark or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day at any time that a tenor for any then-current Benchmark is not a Business Day)an Available Tenor, the component of Base Rate based upon the then-current Benchmark that is the subject of such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars Benchmark Unavailability Period or Canadian Dollarssuch tenor for such Benchmark, as applicable, bearing interest at a rate per annum equal will not be used in any determination of Base Rate. During such Benchmark Unavailability Period, any outstanding SOFR Loans or EURIBOR Loans, as applicable, shall be deemed to the have been converted into Base Rate plus Loans (in the Applicable Margin on case of such day or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars)EURIBOR Loans, then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), at the Borrower’s election prior to such day, (A) be prepaid by the Borrower on such day or (B) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance denominated in Dollars (in an amount that is then equal to the Dollar Equivalent of such Available CurrencyEURIBOR Loans) bearing interest at a rate per annum equal to the Base Rate plus end of the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available Currencyapplicable Interest Period.

Benchmark Unavailability Period. Upon the Borrower’s Borrowers’ receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, the Borrower Borrowers may revoke any Notice of Borrowing, or pending request for a SOFR Borrowing of, conversion to or continuation of Advances SOFR Loans, or a EURIBOR Borrowing of, or continuation of EURIBOR Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency and, failing that, either (xA) in the Borrower case of any request for any affected SOFR Loan, the Borrowers will be deemed to have converted any such request into a request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or conversion to Base Rate Loans and (B) in the case of any request for a conversion to Advances any affected EURIBOR Loan, if applicable, then such request shall be ineffective and shall, at the Borrowers’ election, (I) be converted into Base Rate Loans denominated in the applicable currency bearing interest at a rate per annum Dollars (in an amount that is then equal to the Base Rate plus Dollar Equivalent of such EURIBOR Loans) at the Applicable Margin end of the applicable Interest Period or (II) be prepaid in full at the end of the applicable Interest Period; provided that, with respect to any EURIBOR Loan, if no election is made by the Borrowers by the earlier of (x) that date this is three Business Days after receipt by the Borrowers of such notice and (y) any Advance denominated in an Available Currency (other than Dollars or Canadian Dollars) the last day of the current Interest Period for the applicable EURIBOR Loan, the Borrowers shall be ineffectivedeemed to have elected clause (I) above. Upon any such prepayment or conversion, as applicable. Furthermore, if any Advance in any Available Currency is outstanding the Borrowers shall also pay accrued interest on the date of the Borrower’s receipt of notice of the commencement of amount so prepaid or converted, together with any additional amounts required pursuant to Section 9.04(c). During a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advance, then (i) if such Advance is denominated in Dollars any Benchmark or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day at any time that a tenor for any then-current Benchmark is not a Business Day)an Available Tenor, the component of Base Rate based upon the then-current Benchmark that is the subject of such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars Benchmark Unavailability Period or Canadian Dollarssuch tenor for such Benchmark, as applicable, bearing interest at a rate per annum equal will not be used in any determination of Base Rate. During such Benchmark Unavailability Period, any outstanding SOFR Loans or EURIBOR Loans, as applicable, shall be deemed to the have been converted into Base Rate plus Loans (in the Applicable Margin on case of such day or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars)EURIBOR Loans, then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), at the Borrower’s election prior to such day, (A) be prepaid by the Borrower on such day or (B) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance denominated in Dollars (in an amount that is then equal to the Dollar Equivalent of such Available CurrencyEURIBOR Loans) bearing interest at a rate per annum equal to the Base Rate plus end of the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available Currencyapplicable Interest Period.

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given Benchmark, (A) the Borrower may revoke any Notice of Borrowing, or pending request for a borrowing of, conversion to or continuation of Advances RFR Loans or Eurocurrency Rate Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency and, failing that, either (xI) in the case of any request for any affected RFR Loans denominated in Dollars, if applicable, the Borrower will be deemed to have converted any such request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a borrowing of or conversion to Advances denominated Base Rate Loans in the applicable currency bearing interest at amount specified therein and (II) in the case of any request for any affected RFR Loan or Eurocurrency Rate Loan, in each case, in a rate per annum equal to the Base Rate plus the Applicable Margin or (y) any Advance denominated in an Available Currency (other than Dollars or Canadian Dollars) shall be ineffective, as applicable. FurthermoreForeign Currency, if any Advance in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advance, then (i) if such Advance is denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars), then such Advance shallrequest shall be ineffective and (B)(I) any outstanding affected RFR Loans denominated in Dollars, on if applicable, will be deemed to have been converted into Base Rate Loans immediately or, in the last day case of Term RFR Loans, at the end of the applicable Interest Accrual Period applicable to such Advance and (II) any outstanding affected RFR Loans or the next succeeding Business Day if such day is not Eurocurrency Rate Loans, in each case, denominated in a Business Day)Foreign Currency, at the Borrower’s election prior to such dayelection, shall either (A) be prepaid by the Borrower on such day or (B1) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Foreign Currency) bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), andimmediately or, in the case of Term RFR Loans or Eurocurrency Rate Loans, at the end of the applicable Interest Period or (2) be prepaid in full immediately or, in the case of Term RFR Loans or Eurocurrency Rate Loans, at the end of the applicable Interest Period; provided that, with respect to any Daily Simple RFR Loan, if no election is made by the Borrower by the date that is three Business Days after receipt by the Borrower of such subclause notice, the Borrower shall be deemed to have elected clause (B)1) above; provided, upon further that, with respect to any subsequent implementation Eurocurrency Rate Loan or Term RFR Loan, if no election is made by the Borrower by the earlier of (x) the date that is three Business Days after receipt by the Borrower of such notice and (y) the last day of the current Interest Period for the applicable Eurocurrency Rate Loan or Term RFR Loan, the Borrower shall be deemed to have elected clause (1) above. Upon any such prepayment or conversion, the Borrower shall also pay accrued interest (except with respect to any prepayment or conversion of a Benchmark Replacement in respect of such Available Currency Daily Simple RFR Loan) on the amount so prepaid or converted, together with any additional amounts required pursuant to this Section 2.185.4. During a Benchmark Unavailability Period with respect to any Benchmark or at any time that a tenor for any then-current Benchmark is not an Available Tenor, such Advance denominated in Dollars bearing interest at a rate per annum equal to the component of the Base Rate plus based upon the Applicable Margin shall then be converted by then-current Benchmark that is the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency subject of such Available Currency) on the day Benchmark Unavailability Period or such tenor for such Benchmark, as applicable, will not be used in any determination of such implementation, giving effect to such Benchmark Replacement in respect of such Available CurrencyBase Rate.

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, the Borrower may revoke any Notice of Borrowing, or request for a conversion to or continuation of Advances to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (x) the Borrower will be deemed to have converted any such request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a conversion to Advances denominated in the applicable currency bearing interest at a rate per annum equal to to, in the case of Dollar Advances, the Base Rate plus the Applicable Margin Margin, or (y) any Advance denominated in an Available Currency (other than Dollars or Canadian Dollars) shall be ineffective, as applicable. Furthermore, if any Advance in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advance, then (i) if such Advance is denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars), then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), at the Borrower’s election prior to such day, (A) be prepaid by the Borrower on such day or (B) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Currency) bearing interest at a rate per annum equal to the Base Rate then applicable Benchmark for Dollar Advances plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate then applicable Benchmark for Dollar Advances plus the Applicable Margin), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, 2.18 such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available Currency.

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, the Borrower may revoke any Notice of Borrowing, or pending request for a borrowing of, conversion to or continuation of Advances Loans to be made, converted or continued during any Benchmark Unavailability Period Period, and, failing that, either (x) the Borrower will be deemed to have converted any such request for a Dollar Advance or an Advance Term Benchmark Borrowing in Canadian Dollars into a Notice of request for a Borrowing of or request for a conversion to Advances denominated in the applicable currency bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin or ABR Loans, (y) any Advance denominated request by the Borrower for a Term Benchmark Borrowing in an Available Agreed Foreign Currency (other than Dollars or Canadian Dollars) shall be ineffectiveineffective or (z) any request by the Borrower for a Term Benchmark Borrowing denominated in Canadian Dollars shall be converted to a Term Benchmark Borrowing for which the Term Benchmark Rate shall be equal to the Canadian Prime Rate. During any Benchmark Unavailability Period, (a) if such Benchmark Unavailability Period relates to the Term SOFR Reference Rate or the Term ▇▇▇▇▇ Reference Rate, the component of Alternate Base Rate or Canadian Prime Rate, as applicable. Furthermore, based upon the Term SOFR Reference Rate or the Term ▇▇▇▇▇ Reference Rate, as applicable will not be used in any determination of Alternate Base Rate or Canadian Prime Rate, as applicable, and (b) if any Advance Loan in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advanceoutstanding, then (ix) if such Advance Loan is a Term Benchmark Loan denominated in Dollars or Canadian Dollars, then such Loan shall, on the last day of the Interest Accrual Period applicable to such Advance Loan, at the Borrower’s election prior to such day: (or 1) be prepaid by the next succeeding Business Day if Borrower on such day is not a Business Day), such Advance shall or (2) be converted by the Administrative Agent to, and shall constitute, an Advance ABR Loan denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day or date, (iiy) if such Advance Loan is an RFR Loan or a Term Benchmark Loan denominated in any Available Agreed Foreign Currency (other than Dollars or Canadian Dollars), then such Advance Loan shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day)Loan, at the Borrower’s election prior to such day, : (A1) be prepaid by the Borrower on such day or (B2) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B2)) shall constitute, an Advance ABR Loan denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available CurrencyLoan) bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance Loan on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance Term Benchmark Loan into an Advance ABR Loan denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), Dollars) and, in the case of such this subclause (B2), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Agreed Foreign Currency pursuant to this Section 2.182.12(d) and with the Borrower’s consent (which may be given in its sole discretion), such Advance ABR Loan denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance RFR Loan or a Term Benchmark Loan, as applicable, denominated in such original Available Currency (in an amount equal to the equivalent in such currency Foreign Currency Equivalent of such Available CurrencyLoan) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available CurrencyForeign Currency or (z) if such Loan is a Term Benchmark Loan denominated in Canadian Dollars, then such Loan shall, on the last day of the Interest Period applicable to such Loan, at the Borrower’s election prior to such day: (1) be prepaid by the Borrower on such day or (2) be converted by the Administrative Agent to a Term Benchmark Loan for which the Term Benchmark Rate shall be equal to the Canadian Prime Rate.

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given Benchmark, (i) the Borrower may revoke any Notice of Borrowing, or request for a conversion Borrowing of, Conversion to or continuation of SOFR Advances or Eurocurrency Rate Advances, in each case, to be made, converted Converted or continued during any Benchmark Unavailability Period denominated in the applicable currency and, failing that, either (xA) in the case of any request for any affected SOFR Advance where the Benchmark Unavailability Period applies to both Daily Simple SOFR and the Term SOFR Reference Rate, the Borrower will be deemed to have converted Converted any such request into a request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or Conversion to Base Rate Advances in the amount specified therein, (B) in the case of any request for a conversion to Advances denominated in any affected SOFR Advance where the applicable currency bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin or (y) any Advance denominated in an Available Currency (other than Dollars or Canadian Dollars) shall be ineffective, as applicable. Furthermore, if any Advance in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period applies to Daily Simple SOFR but not the Term SOFR Reference Rate, the Borrower will be deemed to have Converted any such request into a request for an Advance of or Conversion to Term SOFR Advances with respect an Interest Period of one-month in the amount specified therein (or, if the Term SOFR Reference Rate shall be no longer available at such time, into Base Rate Advances in the amount specified therein), (C) in the case of any request for any affected SOFR Advance where the Benchmark Unavailability Period applies to the Term SOFR Reference Rate but not Daily Simple SOFR, the Borrower will be deemed to have Converted any such request into a request for an Applicable Index applicable Advance of or Conversion to Daily Simple SOFR Advances in the amount specified therein (or, if Daily Simple SOFR shall be no longer available at such time, into Base Rate Advances in the amount specified therein), and (D) in the case of any request for any affected Eurocurrency Rate Advance, then such request shall be ineffective and (iii)(A) any outstanding affected Term SOFR Advances, if such Advance is denominated in Dollars or Canadian Dollarsapplicable, then on will be deemed to have been Converted into Daily Simple SOFR Advances at the last day end of the applicable Interest Accrual Period applicable to (or, if Daily Simple SOFR shall be no longer available at such Advance (or the next succeeding Business Day if such day is not a Business Daytime, into Base Rate Advances), such Advance (B) any outstanding affected Daily Simple SOFR Advances, if applicable, will be deemed to have been Converted into Term SOFR Advances with an Interest Period of one-month immediately (or, if the Term SOFR Reference Rate shall be converted by the Administrative Agent tono longer available at such time, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the into Base Rate plus the Applicable Margin on such day or Advances) and (iiC) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars), then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day)outstanding affected Eurocurrency Rate Advances, at the Borrower’s election prior to such dayelection, shall (AI) be prepaid by the Borrower on such day or (B) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance Converted into Base Rate Advances denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Committed Currency), at the end of the applicable Interest Period, (II) bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance be Converted into an Advance Daily Simple SOFR Advances denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency Dollar Equivalent of such Available Committed Currency), at the end of the applicable Interest Period, (III) be Converted into Term SOFR Advances denominated in Dollars (in an amount equal to the Dollar Equivalent of such Committed Currency) with an Interest Period of one-month, at the end of the applicable Interest Period or (IV) be prepaid in full immediately or at the end of the applicable Interest Period; provided, further that, with respect to any Eurocurrency Rate Advance, if no election is made by the Borrower by the earlier of (x) the date that is three Business Days after receipt by the Borrower of such notice and (y) the last day of the current Interest Period for the applicable Eurocurrency Rate Advance, the Borrower shall be deemed to have elected clause (I) above. Upon any such prepayment or Conversion, the Borrower shall also pay accrued interest on the day amount so prepaid or Converted, together with any additional amounts required pursuant to Section 8.04(c). During a Benchmark Unavailability Period with respect to any Benchmark or at any time that a tenor for the then-current Benchmark is not an Available Tenor, to the extent a component of Base Rate is based upon the then-current Benchmark or such implementationtenor for such Benchmark, giving effect to as applicable, such Benchmark Replacement or tenor will not be used in respect any determination of such Available CurrencyBase Rate.

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, the Borrower may revoke any Notice of Borrowing, or request for a conversion to or continuation of Advances in the applicable Available Currency to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (x) the Borrower will be deemed to have converted any such request for a Dollar Advance or an a CAD Advance in Canadian Dollars into a Notice of Borrowing of or request for a conversion to Advances denominated in the such applicable currency bearing interest at a rate per annum equal to to, in the case of Dollar Advances, the Base Rate plus the Applicable Margin Margin, and in the case of CAD Advances, the Canadian Prime Rate plus the Applicable Margin, or (y) any Advance denominated in an Available Currency (other than Dollars or Canadian Dollars) shall be ineffective, as applicable. Furthermore, if any Advance in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advance, then (i) if such Advance is denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to to, in the case of Dollar Advances, the Base Rate plus the Applicable Margin on such day day, and in the case of CAD Advances, the Canadian Prime Rate plus the Applicable Margin on such day, or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars), then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), at the Borrower’s election prior to such day, (A) be prepaid by the Borrower on such day or (B) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Currency) bearing interest at a rate per annum equal to the Base Rate then-applicable Benchmark for Dollar Advances plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate then-applicable Benchmark for Dollar Advances plus the Applicable Margin), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available Currency. None of the Collateral Agent, the Custodian or the Securities Intermediary will have any responsibility for the selection or determination of an alternate benchmark rate or other replacement index, or any liability for any failure or delay in performing their duties hereunder solely as a result of the unavailability of a benchmark rate during a Benchmark Unavailability Period.

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, the Borrower may revoke any Notice of Borrowing, or request for a Benchmark Borrowing of, conversion to or continuation of Advances Daily Simple SOFR Loans or Euribor Rate Loans, as applicable, to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (x) the Borrower will be deemed to have converted any such request for a Dollar Advance or an Advance Daily Simple SOFR Borrowing denominated in Canadian Dollars into a Notice of request for a Borrowing of or request for a conversion to Advances denominated in the applicable currency bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin ABR Loans or (y) the Borrower will be deemed to have converted any Advance request for a Euribor Rate Borrowing denominated in an Available the Optional Currency (other than Dollars or Canadian Dollars) shall be ineffective. During any Benchmark Unavailability Period or at any time that a tenor for the then-current Benchmark is not an Available Tenor, the component of ABR based upon the then-current Benchmark or such tenor for such Benchmark, as applicable, will not be used in any determination of ABR. Furthermore, if any Advance Benchmark Loan in any Available Agreed Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such AdvancePeriod, then until such time as a Benchmark Replacement for such Agreed Currency is implemented pursuant to this Section 2.11 (i) if such Advance Daily Simple SOFR Loan is denominated in Dollars or Canadian Dollars, on the date of receipt of such notice with respect to such Loan, such Loan shall be converted by the Administrative Agent to, and shall constitute, an ABR Loan, and (ii) if such Benchmark Loan is denominated in the Optional Currency, then such Loan shall, on the last day of the Interest Accrual Period applicable to such Advance Loan (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, bearing ) bear interest at a rate per annum equal to the Base Central Bank Rate plus the Applicable Margin on such day or Margin; provided that, if the Administrative Agent determines (iiwhich determination shall be conclusive and binding absent manifest error) if such Advance is that the Central Bank Rate for the Optional Currency cannot be determined, any outstanding affected Benchmark Loans denominated in any Available the Optional Currency (other than Dollars or Canadian Dollars), then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), at the Borrower’s election prior to such day, : (A) be prepaid by the Borrower on such day or (B) solely for the purpose of calculating the interest rate applicable to such Benchmark Loan, such Benchmark Loan denominated in the Optional Currency shall be converted by the Administrative Agent to, and (subject deemed to the remainder of this subclause (B)) shall constitute, an Advance be a Daily Simple SOFR Loan denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Currency) bearing and shall accrue interest at a the same interest rate per annum equal applicable to the Base Rate plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance into an Advance Daily Simple SOFR Loans denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available Currencytime.

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, the Borrower may revoke any Notice of Borrowing, or request for a conversion borrowing of, Conversion to or continuation Continuation of Advances Eurocurrency Loans to be made, converted Converted or continued Continued in the relevant then-current Benchmark subject to such Benchmark Unavailability Period during any Benchmark Unavailability Period and, failing that, either (x) the Borrower will be deemed to have converted Converted (1) any such request for a Dollar Advance or an Advance borrowing of Eurocurrency Loans denominated in Canadian Dollars into a Notice of Borrowing of or request for a conversion borrowing of or Conversion to Advances denominated in the applicable currency bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin or ABR Loans and (y2) any Advance request for a borrowing of Eurocurrency Loans denominated in an Available Alternate Currency (other than Dollars or Canadian Dollars) shall be ineffective, as applicable. Furthermore, if any Advance in any Available Currency Eurocurrency Loan is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advancea Eurocurrency Loan, then (i) if such Advance Eurocurrency Loan is denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance Loan (or the next succeeding Business Day if such day is not a Business Day), such Advance Loan shall be converted prepaid by the Borrower on such day or Converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin ABR Loan on such day or day, (ii) if such Advance Eurocurrency Loan is denominated in any Available Currency (other than Dollars or Canadian Dollars)Alternate Currency, then such Advance Loan shall, on the last day of the Interest Accrual Period applicable or calendar quarter, as applicable, to such Advance Loan (or the next succeeding Business Day if such day is not a Business Day), at the Borrower’s election prior to such day, (A) be prepaid by the Borrower on such day or (B) be converted Converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance ABR Loan denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Alternate Currency) bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance Loan on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion Conversion of such Advance Eurocurrency Loan into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable MarginABR Loan), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Alternate Currency pursuant to this Section 2.18titled “Benchmark Replacement Setting”, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin ABR Loan shall then be converted Converted by the Administrative Agent to, and shall constitute, an Advance a Eurocurrency Loan denominated in such original Available Alternate Currency (in an amount equal to the equivalent in such currency of such Available CurrencyAlternate Currency Equivalent thereof) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available Alternate Currency.

Benchmark Unavailability Period. Upon the BorrowerCompany’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given Benchmark, (i) the Borrower Company may revoke any Notice of Borrowing, or pending request for a Borrowing of, continuation of, or conversion to Adjusted Term SOFR Loans, or a Borrowing of, or continuation of Advances of, Canadian Term Rate Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (xA) in the Borrower case of any request for any affected Adjusted Term SOFR Loan, the Company will be deemed to have converted any such request into a request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or conversion to Base Rate Loans in the amount specified therein and (B) in the case of any request for any affected Canadian Term Rate Loan, the Company will be deemed to have converted any such request into a request for a Borrowing of or conversion to Advances denominated Canadian Prime Rate Loans in the applicable currency bearing interest at a rate per annum equal amount specified therein and (ii)(A) any outstanding affected Adjusted Term SOFR Loans, will be deemed to the have been converted into Base Rate plus Loans immediately and (B) any outstanding affected Canadian Term Rate Loans, at the Applicable Margin Company’s election, shall either (I) be converted into Canadian Prime Rate Loans immediately or (II) be prepaid in full immediately; provided that, with respect to any Canadian Term Rate Loans, if no election is made by the Company by the earlier of (x) the date that is three Business Days after receipt by the Company of such notice and (y) any Advance denominated in an Available Currency (other than Dollars or the last day of the current Interest Period for the applicable Canadian Dollars) Term Rate Loan, the Company shall be ineffectivedeemed to have elected clause (I) above. Upon any such prepayment or conversion, as applicable. Furthermore, if any Advance in any Available Currency is outstanding the Company shall also pay accrued interest on the date of the Borrower’s receipt of notice of the commencement of amount so prepaid or converted, together with any additional amounts required pursuant to Section 3.05. During a Benchmark Unavailability Period with respect to any Benchmark or at any time that a tenor for any then-current Benchmark is not an Applicable Index applicable to such AdvanceAvailable Tenor, then (i) if such Advance is denominated in Dollars the component of the Base Rate or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian DollarsPrime Rate, as applicable, bearing interest at a rate per annum equal to based upon the then-current Benchmark that is the subject of such Benchmark Unavailability Period or such tenor for such Benchmark, as applicable, will not be used in any determination of the Base Rate plus the Applicable Margin on such day or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars)Prime Rate, then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), at the Borrower’s election prior to such day, (A) be prepaid by the Borrower on such day or (B) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Currency) bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available Currencyas applicable.

Benchmark Unavailability Period. Upon the Borrower’s Borrowers’ receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given Benchmark, (i) the Borrower Borrowers may revoke any Notice of Borrowing, or pending request for a Borrowing of, conversion to or continuation of Advances to bear interest at such Benchmark to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (xA) in the Borrower case of any request for any affected Borrowing in Dollars, the Borrowers will be deemed to have converted any such request into a request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or conversion to Base Rate Advances in the amount specified therein and (B) in the case of any request for any affected Borrowing in a conversion Committed Currency, such request shall be ineffective and (ii)(A) any outstanding affected SOFR Advances, if applicable, will be deemed to have been converted into Base Rate Advances immediately and (B) any outstanding affected Advances denominated in the applicable currency bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin or (y) any Advance denominated in an Available Currency (other than Dollars or Canadian Dollars) shall be ineffective, as applicable. Furthermore, if any Advance in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advance, then (i) if such Advance is denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars), then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day)Committed Currency, at the applicable Borrower’s election prior to such dayelection, shall either (A) be prepaid by the Borrower on such day or (BI) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance denominated in Dollars into Base Rate Advances (in an amount equal to the Dollar Equivalent of such Available Committed Currency) bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), andimmediately or, in the case of EURIBOR Advances, at the end of the applicable Interest Period or (II) be prepaid in full immediately or, in the case of ▇▇▇▇▇▇▇ Advances, at the end of the applicable Interest Period; provided that, with respect to any SOFR Advance, EUROBOR Advance or ▇▇▇▇▇ Advance, if no election is made by the applicable Borrower by the date that is three Business Days after receipt by the Borrower of such subclause notice, such Borrower shall be deemed to have elected clause (BI) above; provided, further that, with respect to any EURIBOR Advance, if no election is made by the applicable Borrower by the earlier of (x) the date that is three Business Days after receipt by such Borrower of such notice and (y) the last day of the current Interest Period for the applicable EURIBOR Advance, such Borrower shall be deemed to have elected clause (I) above. Upon any such prepayment or conversion, the applicable Borrower shall also pay accrued interest on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 9.04(c), upon any subsequent implementation of . During a Benchmark Replacement in Unavailability Period with respect to any Benchmark or at any time that a tenor for any then-current Benchmark is not an Available Tenor, the component of Base Rate based upon the then-current Benchmark that is the subject of such Available Currency pursuant to this Section 2.18Benchmark Unavailability Period or such tenor for such Benchmark, such Advance denominated as applicable, will not be used in Dollars bearing interest at a rate per annum equal to the any determination of Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available CurrencyRate.

Benchmark Unavailability Period. Upon the BorrowerCompany’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given Benchmark, (i) the Borrower Company may revoke any Notice of Borrowing, or pending request for a conversion to or continuation of any Benchmark Rate Advances to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency and, failing that, either (xA) in the case of any request for any affected Borrowing in Dollars, if applicable, the applicable Borrower will be deemed to have converted any such request for into (x) a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a conversion to Borrowing of Daily Simple SOFR Rate Advances denominated in so long as the applicable currency bearing interest at Daily Simple SOFR Rate is not the subject of a rate per annum equal to the Base Rate plus the Applicable Margin Benchmark Transition Event or (y) any Advance denominated a request for a Borrowing of Base Rate Advances or conversion to Base Rate Advances in an Available Currency (other than Dollars or Canadian Dollars) shall be ineffective, as applicable. Furthermore, the amount specified therein if any Advance in any Available Currency the Daily Simple SOFR Rate is outstanding on the date of the Borrower’s receipt of notice of the commencement subject of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such AdvanceTransition Event and (B) in the case of any request for any affected Borrowing in a Committed Currency, if applicable, then such request shall be ineffective and (iii)(A) if such Advance is any outstanding affected Benchmark Rate Advances denominated in Dollars or Canadian Dollars, then if applicable, will be deemed to have been converted into (x) on the last day of the Interest Accrual Period applicable to such Advance (or loan, Daily Simple SOFR Rate Advances so long as the next succeeding Business Day if such day Daily Simple SOFR Rate is not the subject of a Business Day), such Advance shall be converted by the Administrative Agent to, Benchmark Transition Event or (y) Base Rate Advances immediately and shall constitute, an Advance (B) any outstanding affected Benchmark Rate Advances denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars), then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day)Committed Currency, at the applicable Borrower’s election prior to such dayelection, shall either (A) be prepaid by the Borrower on such day or (BI) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance into Base Rate Advances denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Committed Currency) bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), andimmediately or, in the case of Term Benchmark Rate Advances, at the end of the applicable Interest Period or (II) be prepaid in full immediately or, in the case of Term Benchmark Rate Advances, at the end of the applicable Interest Period; provided that, with respect to any Daily Simple SOFR Rate Advance, if no election is made by the applicable Borrower by the date that is three Business Days after receipt by the Company of such subclause notice, such Borrower shall be deemed to have elected clause (B)I) above; provided, upon further that, with respect to any subsequent implementation Term Benchmark Rate Advance, if no election is made by such Borrower by the earlier of (x) the date that is three Business Days after receipt by the Company of such notice and (y) the last day of the current Interest Period for the applicable Term Benchmark Rate Advance, such Borrower shall be deemed to have elected clause (I) above. During a Benchmark Replacement in Unavailability Period with respect to any Benchmark or at any time that a tenor for any then-current Benchmark is not an Available Tenor, the component of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus based upon the Applicable Margin shall then be converted by then-current Benchmark that is the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency subject of such Available Currency) on Benchmark Unavailability Period or such tenor for such Benchmark, as applicable, will not be used in any determination of the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available CurrencyBase Rate.

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, the Borrower may revoke any Notice of Borrowing, or request for a Term Benchmark Borrowing of, conversion to or continuation of Advances Term Benchmark Loans to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (x) the Borrower will be deemed to have converted any such request for a Dollar Advance or an Advance Term Benchmark Borrowing denominated in Canadian Dollars into a Notice of request for a Borrowing of or request for a conversion to Advances denominated in the applicable currency bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin ABR Loans or (y) any Advance Term Benchmark Borrowing denominated in an Available the Optional Currency (other than Dollars or Canadian Dollars) shall be ineffective. During any Benchmark Unavailability Period or at any time that a tenor for the then-current Benchmark is not an Available Tenor, the component of ABR based upon the then-current Benchmark or such tenor for such Benchmark, as applicable, will not be used in any determination of ABR. Furthermore, if any Advance Term Benchmark Loan in any Available Agreed Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such AdvancePeriod, then until such time as a Benchmark Replacement for such Agreed Currency is implemented pursuant to this ‎Section 2.11 (i) if such Advance Term Benchmark Loan is denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance Loan (or the next succeeding Business Day if such day is not a Business Day), such Advance Loan shall be converted by the Administrative Agent to, and shall constitute, an Advance ABR Loan denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day or day, (ii) if such Advance Term Benchmark Loan is denominated in any Available Currency (other than Dollars or Canadian Dollars)the Optional Currency, then such Advance Loan shall, on the last day of the Interest Accrual Period applicable to such Advance Loan (or the next succeeding Business Day if such day is not a Business Day)) bear interest at the Central Bank Rate plus the Applicable Margin; provided that, if the Administrative Agent determines (which determination shall be conclusive and binding absent manifest error) that the Central Bank Rate for the Optional Currency cannot be determined, any outstanding affected Term Benchmark Loans denominated in the Optional Currency shall, at the Borrower’s election prior to such day, : (A) be prepaid by the Borrower on such day or (B) solely for the purpose of calculating the interest rate applicable to such Term Benchmark Loan, such Term Benchmark Loan denominated in the Optional Currency shall be converted by the Administrative Agent to, and (subject deemed to the remainder of this subclause (B)) shall constitute, an Advance be a Term Benchmark Loan denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Currency) bearing and shall accrue interest at a the same interest rate per annum equal applicable to the Base Rate plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance into an Advance Term Benchmark Loans denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available Currencytime.

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, the Borrower may revoke any Notice of Borrowing, or request for a Eurocurrency Borrowing of, conversion to or continuation of Advances Eurocurrency Loans based on the applicable Benchmark to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (x) the Borrower will be deemed to have converted any such request for a Dollar Advance or an Advance Eurocurrency Borrowing denominated in Canadian Dollars into a Notice of request for a Borrowing of or request for a conversion to Advances denominated in the applicable currency bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin or ABR Loans, (y) any Advance denominated request by the Borrower for a Eurocurrency Borrowing in an Available Agreed Foreign Currency (other than Dollars or Canadian Dollars) shall be ineffectiveineffective or (z) any request by the Borrower for a Eurocurrency Borrowing denominated in Canadian Dollars shall be converted to a Eurocurrency Borrowing at the Canadian Prime Rate. During any Benchmark Unavailability Period or at any time that a tenor for the then-current Benchmark is not an Available Tenor, the component of the Alternate Base Rate based upon the then-current Benchmark or such tenor for such Benchmark, as applicable, will not be used in any determination of the Alternate Base Rate. Furthermore, if any Advance Eurocurrency Loan in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index a Eurocurrency Rate applicable to such AdvanceEurocurrency Loan, then (ia) if such Advance Eurocurrency Loan is denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day)Loan, such Advance Loan shall be converted by the Administrative Agent to, and shall constitute, an Advance ABR Loan denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day or date, (iib) if such Advance Eurocurrency Loan is denominated in any Available Agreed Foreign Currency (other than Dollars or Canadian Dollars), then such Advance Loan shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day)Loan, at the Borrower’s election prior to such day, : (A1) be prepaid by the Borrower on such day or (B2) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B2)) shall constitute, an Advance ABR Loan denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available CurrencyLoan) bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance Loan on such day by 12:00 noon, New York City timeLocal Time, the Administrative Agent is authorized to effect such conversion of such Advance Eurocurrency Loan into an Advance ABR Loan denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), Dollars) and, in the case of such this subclause (B2), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Agreed Foreign Currency pursuant to this Section 2.182.12(d) and with the Borrower’s consent (which may be given in its sole discretion), such Advance ABR Loan denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance a Eurocurrency Loan denominated in such original Available Currency (in an amount equal to the equivalent in such currency Foreign Currency Equivalent of such Available CurrencyLoan) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available CurrencyForeign Currency or (iii) if such Eurocurrency Loan is denominated in Canadian Dollars, then such Loan shall, on the last day of the Interest Period applicable to such Loan, at the Borrower’s election prior to such day: (1) be prepaid by the Borrower on such day or (2) be converted by the Administrative Agent to a Eurocurrency Loan where the Eurocurrency Rate shall be equal to the Canadian Prime Rate.

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, the Borrower may revoke any Notice of Borrowing, or pending request for a Term Benchmark Borrowing or RFR Borrowing of, conversion to or continuation of Advances Term Benchmark Loans or RFR Loans in each affected Currency to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (xi) in the case of a request for a Borrowing continuation or conversion in Dollars, the Borrower will be deemed to have converted any such request into a request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a conversion to Advances denominated an ABR Loan immediately in the case of ana RFR Borrowing or, in the case of a Term Benchmark Borrowing, at the end of the applicable currency bearing interest at Interest Period, (ii) in the case of a rate per annum equal to the Base Rate plus the Applicable Margin request for, or (y) any Advance denominated in an Available Currency (continuation of, a Term Benchmark Borrowing other than Dollars or Canadian Dollars) shall be ineffective, as applicable. Furthermore, if any Advance in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advance, then (i) if such Advance is denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars), then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day)an RFR Borrowing, at the Borrower’s election prior to election, such day, request shall either (A) be prepaid by converted to a Term Benchmark Borrowing with a Term Benchmark Rate equal to the Borrower on such day or (B) be converted by Central Bank Rate for the applicable Agreed Foreign Currency plus the Applicable Margin; provided that, if the Administrative Agent todetermines (which determination shall be conclusive and binding absent manifest error) that the Central Bank Rate for the applicable Agreed Foreign Currency cannot be determined, and (subject to the remainder of this subclause (B)) such Borrowing shall constitute, an Advance be converted into a Syndicated ABR Borrowing denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available affected Currency) bearing interest at a rate per annum equal to immediately in the Base Rate plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion case of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), andana RFR Borrowing or, in the case of such subclause a Term Benchmark Borrowing, at the end of the applicable Interest Period, (B), upon any subsequent implementation of ) be converted into a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance Syndicated ABR Borrowing denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency Dollar Equivalent of such Available affected Currency) on immediately in the case of ana RFR Borrowing or, in the case of a Eurocurrency Borrowing, at the end of the applicable Interest Period, or (C) be prepaid in full immediately in the case of an RFR Borrowing or, in the case of a Term Benchmark Borrowing, at the end of the applicable Interest Period, and (iii) in the case of a request for, or continuation of, a Term Benchmark Borrowing in Canadian Dollars, at the Borrower’s election, such request shall either (A) be converted to a Term Benchmark Borrowing denominated in Canadian Dollars at the Canadian Prime Rate at the end of applicable Interest Period, (B) be converted into a Syndicated ABR Borrowing denominated in Dollars (in an amount equal to the Dollar Equivalent of such affected Currency) at the end of the applicable Interest Period, or (C) be prepaid in full at the end of the applicable Interest Period; provided that if no election is made by the Borrower by the date that is three Business Days after receipt by the Borrower of such notice or, in the case of a Term Benchmark Borrowing, the last day of the current Interest Period for the applicable Term Benchmark Loan, if earlier, the Borrower shall be deemed to have elected clause (ii)(A) or (iii)(A) above, as applicable. During a Benchmark Unavailability Period or at any time that a tenor for the then-current Benchmark is not an Available Tenor, the component of the Alternate Base Rate based upon the then-current Benchmark or such implementationtenor for such Benchmark, giving effect to such Benchmark Replacement as applicable, will not be used in respect any determination of such Available Currencythe Alternate Base Rate.

Benchmark Unavailability Period. Upon the BorrowerCompany’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to any Available Currency, a given BenchmarkBorrower, the Borrower Borrowers may revoke any Notice of Borrowing, or request for a Eurocurrency Rate Borrowing of, conversion to or continuation of Eurocurrency Rate Advances denominated in the affected currency to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (xi) any pending selection of, conversion to or renewal of afor each Eurocurrency Rate Advance that has not yet gone into effect shall be deemed to be a selection of, conversion to or renewal of a Base Rate Advance with respect to such Eurocurrency Rate Advance in the Borrower Dollar Equivalent amount of such Eurocurrency Rate Advance, (ii) all outstanding Eurocurrency Rate Advances in such Available Currency shall automatically be (A) if in Dollars, converteddenominated in Dollars, the Borrowers will be deemed to have converted any such request into a request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a conversion to Base Rate Advances at the expiration of the existing Interest Period (or sooner, if Agent cannot continue to lawfully maintain such affectedand (ii) for each Eurocurrency Rate Advance) or (B) if in a denominated in any Committed Currency, converted athe Borrowers will be deemed to have requested a Borrowing of or conversion to Base Rate Advances in the applicable currency bearing interest at a rate per annum Dollaran amount equal to the Base Equivalent amount of such Eurocurrency Rate plus Advance at the Applicable Margin expiration of the existing Interest Period (or (y) any Advance denominated in an Available Currency (other than Dollars or Canadian Dollars) shall be ineffective, as applicable. Furthermoresooner, if any the Agent cannot continue to lawfully maintain such affected Eurocurrency Rate Advance in such Committed Currency) and (iii)thereof in Dollars. During any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to or at any time that a tenor for the then-current Benchmark is not an Applicable Index applicable to such AdvanceAvailable Tenor, then (i) if such Advance is denominated in Dollars or Canadian Dollars, then on the last day component of the Interest Accrual Period applicable to Base Rate based upon One Month LIBORthe then-current Benchmark or such Advance (or the next succeeding Business Day if tenor for such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian DollarsBenchmark, as applicable, bearing interest at a rate per annum equal to will not be used in any determination of the Base Rate plus the Applicable Margin on such day or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars), then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), at the Borrower’s election prior to such day, (A) be prepaid by the Borrower on such day or (B) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Currency) bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available CurrencyRate.

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, the Borrower may revoke any Notice of Borrowing, or request for a conversion to or continuation of Advances to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (x) the Borrower will be deemed to have converted any such request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a conversion to Advances denominated in the applicable currency bearing interest at a rate per annum equal to, in the case of Dollar Advances, the Base Rate, (y) the Borrower will be deemed to have converted any such request for a CAD Advance into a Notice of Borrowing of or request for a conversion to Advances denominated in the Canadian Dollars bearing interest at a rate per annum equal to the Base Canadian Prime Rate plus the Applicable Margin or (yz) any Advance denominated in an Available Currency (other than Dollars or Canadian Dollars) shall be ineffective, as applicable. Furthermore, if any Advance in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advance, then (i) if such Advance is denominated in Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or bearing interest at a rate per annum equal to the Base Rate, (ii) if such Advance is denominated in Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Canadian Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Canadian Prime Rate plus the Applicable Margin on such day or (iiiii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars), then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), at the Borrower’s election prior to such day, (A) be prepaid by the Borrower on such day or (B) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Currency) bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day then applicable Benchmark for Dollar Advances (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Marginthen applicable Benchmark for Dollar Advances), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available Currency.

Benchmark Unavailability Period. Upon the BorrowerCompany’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given Benchmark, (i) the Borrower Company may revoke any Notice of Borrowing, or pending request for a conversion to or continuation of any Benchmark Rate Advances to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency and, failing that, either (xA) in the case of any request for any affected Borrowing in Dollars, if applicable, the applicable Borrower will be deemed to have converted any such request for into (x) a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a conversion to Borrowing of Adjusted Daily Simple SOFR Rate Advances denominated in so long as the applicable currency bearing interest at Adjusted Daily Simple SOFR Rate is not the subject of a rate per annum equal to the Base Rate plus the Applicable Margin Benchmark Transition Event or (y) any Advance denominated a request for a Borrowing of Base Rate Advances or conversion to Base Rate Advances in an Available Currency (other than Dollars or Canadian Dollars) shall be ineffective, as applicable. Furthermore, the amount specified therein if any Advance in any Available Currency the Adjusted Daily Simple SOFR Rate is outstanding on the date of the Borrower’s receipt of notice of the commencement subject of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such AdvanceTransition Event and (B) in the case of any request for any affected Borrowing in a Committed Currency, if applicable, then such request shall be ineffective and (iii)(A) if such Advance is any outstanding affected Benchmark Rate Advances denominated in Dollars or Canadian Dollars, then if applicable, will be deemed to have been converted into (x) on the last day of the Interest Accrual Period applicable to such Advance (or Loan, Adjusted Daily Simple SOFR Rate Advances so long as the next succeeding Business Day if such day Adjusted Daily Simple SOFR Rate is not the subject of a Business Day), such Advance shall be converted by the Administrative Agent to, Benchmark Transition Event or (y) Base Rate Advances immediately and shall constitute, an Advance (B) any outstanding affected Benchmark Rate Advances denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars), then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day)Committed Currency, at the applicable Borrower’s election prior to such dayelection, shall either (A) be prepaid by the Borrower on such day or (BI) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance into Base Rate Advances denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Committed Currency) bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), andimmediately or, in the case of Term Benchmark Rate Advances, at the end of the applicable Interest Period or (II) be prepaid in full immediately or, in the case of Term Benchmark Rate Advances, at the end of the applicable Interest Period; provided that, with respect to any Adjusted Daily Simple SOFR Rate Advance, if no election is made by the applicable Borrower by the date that is three Business Days after receipt by the Company of such subclause notice, such Borrower shall be deemed to have elected clause (B)I) above; provided, upon further that, with respect to any subsequent implementation Term Benchmark Rate Advance, if no election is made by such Borrower by the earlier of (x) the date that is three Business Days after receipt by the Company of such notice and (y) the last day of the current Interest Period for the applicable Term Benchmark Rate Advance, such Borrower shall be deemed to have elected clause (I) above. During a Benchmark Replacement in Unavailability Period with respect to any Benchmark or at any time that a tenor for any then-current Benchmark is not an Available Tenor, the component of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus based upon the Applicable Margin shall then be converted by then-current Benchmark that is the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency subject of such Available Currency) on Benchmark Unavailability Period or such tenor for such Benchmark, as applicable, will not be used in any determination of the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available CurrencyBase Rate.

Benchmark Unavailability Period. Upon the BorrowerCompany’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, the Borrower Company may revoke any Notice of Borrowing, or request for a Borrowing of, conversion to or continuation of Eurocurrency Rate Advances to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (x) the Borrower Company will be deemed to have converted any such request into a request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a conversion to Advances denominated in Base Rate Advances. During any Benchmark Unavailability Period or at any time that a tenor for the applicable currency bearing interest at a rate per annum equal to then-current Benchmark is not an Available Tenor, the component of the Base Rate plus based upon the Applicable Margin then-current Benchmark or (y) any Advance denominated in an Available Currency (other than Dollars or Canadian Dollars) shall be ineffectivesuch tenor for such Benchmark, as applicable, will not be used in any determination of Base Rate. Furthermore, if any Eurocurrency Rate Advance in any Available Agreed Currency is outstanding on the date of the BorrowerCompany’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index a Relevant Rate applicable to such Eurocurrency Rate Advance, then (i) if such Eurocurrency Rate Advance is denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin Advance on such day or (ii) if such Eurocurrency Rate Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars)Major Currency, then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), at the BorrowerCompany’s election prior to such day, (A) be prepaid by the Borrower Company on such day or (B) be exchanged into the Equivalent amount thereof in Dollars and converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Currency) bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin Advance on such day (it being understood and agreed that if the Borrower Company does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such exchange and conversion of such Eurocurrency Rate Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable MarginAdvance), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available Currency.

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, the Borrower may revoke any Notice of Borrowing, or request for a Eurocurrency Advance of, conversion to or continuation of Advances Eurocurrency Loans to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (x) the Borrower will be deemed to have converted any such request for a Dollar Eurocurrency Advance or an Advance denominated in Canadian Dollars into a Notice of Borrowing request for an Advance of or request for a conversion to Advances denominated in the applicable currency bearing interest at a rate per annum equal to the Base Floating Rate plus the Applicable Margin Loans or (y) any request relating to a Eurocurrency Advance denominated in an Available a Foreign Currency (other than Dollars or Canadian Dollars) shall be ineffective. During any Benchmark Unavailability Period or at any time that a tenor for the then-current Benchmark is not an Available Tenor, the component of the Alternate Base Rate based upon the then-current Benchmark or such tenor for such Benchmark, as applicable, will not be used in any determination of the Alternate Base Rate. Furthermore, if any Advance Eurocurrency Loan in any Available Agreed Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index a Eurocurrency Rate applicable to such AdvanceEurocurrency Loan, then (i) if such Advance Eurocurrency Loan is denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance Loan (or the next succeeding Business Day if such day is not a Business Day), such Advance Loan shall be converted by the Administrative Agent to, and shall constitute, an Advance a Floating Rate Loan denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day or (ii) if such Advance Eurocurrency Loan is denominated in any Available Currency (other than Dollars or Canadian Dollars)Foreign Currency, then such Advance Loan shall, on the last day of the Interest Accrual Period applicable to such Advance Loan (or the next succeeding Business Day if such day is not a Business Day), at the Borrower’s election prior to such day, : (A) be prepaid by the Borrower on such day or (B) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance a Floating Rate Loan denominated in Dollars (in an amount equal to the Dollar Equivalent Amount of such Available Agreed Currency) bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance Loan on such day by 12:00 noon, New York City local time, the Administrative Agent is authorized to effect such conversion of such Advance Eurocurrency Loan into an Advance a Floating Rate Loan denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable MarginDollars), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Agreed Currency pursuant to this Section 2.183.3.2, such Advance Floating Rate Loan denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance a Eurocurrency Loan denominated in such original Available Agreed Currency (in an amount equal to the equivalent in such currency Equivalent Amount of such Available Agreed Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available Agreed Currency.

Benchmark Unavailability Period. Upon the BorrowerBorrower Agent’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, the Borrower Agent may revoke any Notice of Borrowing, or request for a Loan bearing interest based on the Eurocurrency Rate, conversion to or continuation of Advances Loans bearing interest based on the Eurocurrency Rate to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (xi) (A) in the Borrower case of any request for a Eurocurrency Rate Borrowing in Dollars, the Borrowers will be deemed to have converted any such request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a Loan or conversion to Advances denominated in the applicable currency Loans bearing interest at a rate per annum equal to under the Base Rate plus Option and (B) in the Applicable Margin or case of any request for a Eurocurrency Rate Borrowing in an Optional Currency, then such request shall be ineffective and (yii) (A) any Advance outstanding affected Eurocurrency Rate Loans denominated in Dollars will be deemed to have been converted into Loans bearing interest under the Base Rate Option at the end of the applicable Interest Period and (B) any outstanding affected Eurocurrency Rate Loans denominated in an Available Currency Optional Currency, at the Borrowers’ election, shall either (other than Dollars or Canadian Dollars1) shall be ineffective, as applicable. Furthermore, if any Advance in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advance, then (i) if such Advance is denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, into Loans bearing interest at a rate per annum equal to under the Base Rate plus the Applicable Margin on such day or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars), then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), at the Borrower’s election prior to such day, (A) be prepaid by the Borrower on such day or (B) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance Option denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Optional Currency) bearing interest at the end of the applicable Interest Period or (2) be prepaid at the end of the applicable Interest Period in full; provided that if no election is made by the Borrower Agent by the earlier of (x) the date that is three Business Days after receipt by the Borrower Agent of such notice and (y) the last day of the current Interest Period for the applicable Eurocurrency Rate Loan, the Borrowers shall be deemed to have elected clause (1) above. During any Benchmark Unavailability Period or at any time that a rate per annum equal to tenor for the then-current Benchmark is not an Available Tenor, the component of the Base Rate plus based upon the Applicable Margin on then-current Benchmark or such day (it being understood and agreed that if the Borrower does tenor for such Benchmark, as applicable, will not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion be used in any determination of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available CurrencyRate.

Benchmark Unavailability Period. Upon the Borrower’s Borrowers’ receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given Benchmark, (i) the Borrower Borrowers may revoke any Notice of Borrowing, or pending request for a Borrowing of, conversion to or continuation of Term Benchmark Rate Advances to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable currency and, failing that, either (xA) in the case of any request for any affected Borrowing in US Dollars, if applicable, the applicable Borrower will be deemed to have converted any such request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a Base Rate Borrowing or conversion to Base Rate Advances denominated in the applicable currency bearing interest at amount specified therein and (B) in the case of any request for any affected Borrowing in a rate per annum equal to the Base Rate plus the Applicable Margin or (y) any Advance denominated in an Available Term Benchmark Committed Currency (other than Dollars or Canadian US Dollars) ), if applicable, then such request shall be ineffective, as applicable. Furthermoreineffective and (ii)(A) any outstanding affected Term Benchmark Rate Advances denominated in US Dollars, if applicable, will be deemed to have been converted into Base Rate Advances immediately and (B) any Advance in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a affected Term Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advance, then (i) if such Advance is Rate Advances denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day or (ii) if such Advance is denominated in any Available Term Benchmark Committed Currency (other than Dollars or Canadian US Dollars), then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), at the applicable Borrower’s election prior to such dayelection, shall either (A) be prepaid by the Borrower on such day or (BI) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance into Base Rate Advances denominated in US Dollars (in an amount equal to the Dollar Equivalent in US Dollars of such Available Committed Currency) bearing at the end of the applicable Interest Period or (II) be prepaid in full at the end of the applicable Interest Period; provided that, with respect to any affected Term Benchmark Rate Advances, if no election is made by the applicable Borrower by the earlier of (x) the date that is three Business Days after receipt by such Borrower of such notice and (y) the last day of the current Interest Period for the applicable Term Benchmark Rate Advance, such Borrower shall be deemed to have elected clause (I) above. Upon any such prepayment or conversion, the applicable Borrower shall also pay accrued interest on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 2.18. During a Benchmark Unavailability Period with respect to any Benchmark or at any time that a rate per annum equal to tenor for any then-current Benchmark is not an Available Tenor, the component of Base Rate plus or Canadian Prime Rate, as applicable, based upon the Applicable Margin on such day (it being understood and agreed then-current Benchmark that if is the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion subject of such Advance into an Advance denominated Benchmark Unavailability Period or such tenor for such Benchmark, as applicable, will not be used in Dollars bearing interest at a rate per annum equal to the any determination of Base Rate plus the Applicable Margin)or Canadian Prime Rate, and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available Currencyas applicable.

Benchmark Unavailability Period. Upon the U.S. Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, the U.S. Borrower may revoke any Notice of Borrowing, or pending request for a SOFR Borrowing of, conversion to or continuation of Advances SOFR Loans, or a EURIBOR Borrowing of, or continuation of EURIBOR Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the FIFTH AMENDED AND RESTATED CREDIT AGREEMENT FMC CORPORATION 61 applicable Currency and, failing that, either (xA) in the case of any request for any affected SOFR Loan, the U.S. Borrower will be deemed to have converted any such request into a request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or conversion to Base Rate Loans and (B) in the case of any request for a conversion to Advances any affected EURIBOR Loan, if applicable, then such request shall be ineffective and shall, at the U.S. Borrower’s election, (I) be converted into Base Rate Loans denominated in the applicable currency bearing interest at a rate per annum Dollars (in an amount that is then equal to the Base Rate plus Dollar Equivalent of such EURIBOR Loans) at the Applicable Margin end of the applicable Interest Period or (II) be prepaid in full at the end of the applicable Interest Period; provided that, with respect to any EURIBOR Loan, if no election is made by the U.S. Borrower by the earlier of (x) that date this is three Business Days after receipt by the U.S. Borrower of such notice and (y) any Advance denominated in an Available Currency (other than Dollars or Canadian Dollars) the last day of the current Interest Period for the applicable EURIBOR Loan, the U.S. Borrower shall be ineffectivedeemed to have elected clause (I) above. Upon any such prepayment or conversion, as applicable. Furthermore, if any Advance in any Available Currency is outstanding the Borrowers shall also pay accrued interest on the date of the Borrower’s receipt of notice of the commencement of amount so prepaid or converted, together with any additional amounts required pursuant to Section 9.04(c). During a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advance, then (i) if such Advance is denominated in Dollars any Benchmark or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day at any time that a tenor for any then-current Benchmark is not a Business Day)an Available Tenor, the component of Base Rate based upon the then-current Benchmark that is the subject of such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars Benchmark Unavailability Period or Canadian Dollarssuch tenor for such Benchmark, as applicable, bearing interest at a rate per annum equal will not be used in any determination of Base Rate. During such Benchmark Unavailability Period, any outstanding SOFR Loans or EURIBOR Loans, as applicable, shall be deemed to the have been converted into Base Rate plus Loans (in the Applicable Margin on case of such day or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars)EURIBOR Loans, then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), at the Borrower’s election prior to such day, (A) be prepaid by the Borrower on such day or (B) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance denominated in Dollars (in an amount that is then equal to the Dollar Equivalent of such Available CurrencyEURIBOR Loans) bearing interest at a rate per annum equal to the Base Rate plus end of the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available Currencyapplicable Interest Period.

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, the Borrower may revoke any Notice of Borrowing, or request for a conversion to or continuation of Advances to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (x) the Borrower will be deemed to have converted any such request for a Dollar Advance or an CDOR Advance in Canadian Dollars into a Notice of Borrowing of or request for a conversion to Advances denominated in the applicable currency bearing interest at a rate per annum equal to to, in the case of Dollar Advances, the Base Rate plus the Applicable Margin Margin, and in the case of CDOR Advances, the Canadian Prime Rate plus the Applicable Margin, or (y) any Advance denominated in an Available Currency (other than Dollars or Canadian Dollars) shall be ineffective, as applicable. Furthermore, if any Advance in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advance, then (i) if such Advance is denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Benchmark Determination Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to to, in the case of Dollar Advances, the Base Rate plus the Applicable Margin on such day day, and the in case of CDOR Advances, the Canadian Prime Rate plus the Applicable Margin on such day, or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars), then such Advance shall, on the last day of the Interest Accrual Benchmark Determination Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), at the Borrower’s election prior to such day, (A) be prepaid by the Borrower on such day or (B) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Currency) bearing interest at a rate per annum equal to the Base Rate then applicable Benchmark for Dollar Advances plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate then applicable Benchmark for Dollar Advances plus the Applicable Margin), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.182.18 and with the Borrower’s consent (which may be given in its sole discretion), such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available Currency.

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, the Borrower may revoke any Notice of Borrowing, or request for a Borrowing of, conversion to or continuation of Advances Eurodollar Rate Loans to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (x) the Borrower will be deemed to have converted any such request into a request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a conversion to Advances denominated in the applicable currency bearing interest at a rate per annum equal to the Base Rate plus Loans. During any Benchmark Unavailability Period or at any time that a tenor for the Applicable Margin or (y) any Advance denominated in then-current Benchmark is not an Available Currency Tenor, clause (other than Dollars c) of the definition of “Base Rate” based upon the Adjusted Eurocurrency Rate (i.e., the then-current Benchmark or Canadian Dollars) shall be ineffectivesuch tenor for such Benchmark, as applicable) will not be used in any determination of Base Rate. Furthermore, if any Advance in any Available Currency Eurodollar Rate Loan is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index a Eurodollar Rate applicable to such AdvanceEurodollar Rate Loan, then (i) if such Advance is denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance Loan (or the next succeeding Business Day Day, if such day is not a Business Day), such Advance Loan shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars a Base Rate Loan on such day. (5) The Administrative Agent does not warrant or Canadian Dollarsaccept any responsibility for, as applicableand shall not have any liability with respect to, bearing interest at a rate per annum equal the administration, submission or any other matter related to the Base Rate plus London interbank offered rate or other rates in the Applicable Margin on such day definition of “Eurodollar Rate” or (ii) if such Advance is denominated in “CDOR Rate” or with respect to any Available Currency (other than Dollars alternative or Canadian Dollars)successor rate thereto, then such Advance shallor replacement rate thereof including, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), at the Borrower’s election prior to such daywithout limitation, (Ai) be prepaid by the Borrower on any such day alternative, successor or (B) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Currency) bearing interest at a replacement rate per annum equal to the Base Rate plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency implemented pursuant to this Section 2.183.03, whether upon the occurrence of a Benchmark Transition Event or an Early Opt-in Election, and (ii) the implementation of any Benchmark Replacement Conforming Changes pursuant to Section 3.03(2), including without limitation, whether the composition or characteristics of any such Advance denominated in Dollars bearing interest at a alternative, successor or replacement reference rate per annum equal to the Base Rate plus the Applicable Margin shall then will be converted by the Administrative Agent similar to, and shall constituteor produce the same value or economic equivalence of, an Advance denominated in such original Available Currency the Eurodollar Rate (in an amount equal or CDOR Rate, as applicable) or have the same volume or liquidity as did the London interbank offered rate prior to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available Currencyits discontinuance or unavailability.

Benchmark Unavailability Period. Upon the Borrower’s Borrowers’ receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given Benchmark, the Borrower Borrowers may revoke any Notice of Borrowing, or pending request for a conversion borrowing of, Conversion to or continuation of Advances Loans, which bear interest at a rate based upon such then-current Benchmark, to be made, converted or continued during any Benchmark Unavailability Period for such then-current Benchmark and, failing that, either (x) the applicable Borrower will be deemed to have converted any such request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a conversion to Advances denominated borrowing of or Conversion to, (i) for a Benchmark Unavailability Period in the applicable currency bearing interest at a rate per annum equal respect of Canadian Dollars to the Canadian Borrower, Prime Rate Loans, (ii) for a Benchmark Unavailability Period in respect of US Dollars to the Canadian Borrower, Base Rate plus Loans, and (iii) for a Benchmark Unavailability Period in respect of US Dollars to the Applicable Margin or (y) any Advance denominated in an Available Currency (other than Dollars or Canadian Dollars) shall US Borrower, US Prime Rate Loans. Any outstanding affected CORRA Loans and SOFR Loans will be ineffectivedeemed to have been converted to Prime Rate Loans, Base Rate Loans and US Prime Rate Loans, as applicable. Furthermore, if any Advance in any Available Currency is outstanding on at the date end of the Borrower’s receipt of notice of the commencement of applicable Interest Period. During a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advance, then (i) if such Advance is denominated in Dollars any Benchmark or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day at any time that a tenor for any then-current Benchmark is not a Business Day)an Available Tenor, such Advance shall be converted by the Administrative Agent tocomponent of Prime Rate, and shall constitute, an Advance denominated in Dollars Base Rate or Canadian DollarsUS Prime Rate, as applicable, bearing interest at a rate per annum equal to based upon the then-current Benchmark that is the subject of such Benchmark Unavailability Period or such tenor for such Benchmark, as applicable, will not be used in any determination of the Prime Rate, Base Rate plus the Applicable Margin on such day or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars)US Prime Rate, then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), at the Borrower’s election prior to such day, (A) be prepaid by the Borrower on such day or (B) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Currency) bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), and, in as the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available Currencymay be.

Benchmark Unavailability Period. Upon the BorrowerGuarantor’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given Benchmark, the a Borrower may revoke any Notice of Borrowing, or request for a Borrowing of, conversion to or continuation of Advances denominated in the affected currency to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (xA) in the Borrower case of any request for any affected Borrowing denominated in Dollars, if applicable, the Borrowers will be deemed to have converted any such request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a Borrowing or conversion to Base Rate Advances in the amount specified therein and (B) in the case of any request for any affected Borrowing in an Alternative Currency, if applicable, then such request shall be ineffective and (ii)(A) any outstanding affected Term Rate Advances denominated in Dollars, if applicable, will be deemed to have been converted into Base Rate Advances at the expiration of the Interest Period and (B) any outstanding affected Advances denominated in an Alternative Currency, at the applicable currency bearing interest at a rate per annum Borrower’s election, shall either (I) be converted into Base Rate Advances (in an amount equal to the Base Equivalent of such Alternative Currency) immediately or, in the case of Term Rate plus Advances, at the Applicable Margin end of the applicable Interest Period or (II) be prepaid in full immediately or, in the case of Term Rate Advances, at the end of the applicable Interest Period; provided that, with respect to any Advances, if no election is made by the applicable Borrower by the date that is three Business Days after receipt by the Guarantor of such notice, such Borrower shall be deemed to have elected clause (I) above; provided, further that, with respect to any Term Rate Advance, if no election is made by the applicable Borrower by the earlier of (x) the date that is three Business Days after receipt by the Guarantor of such notice and (y) any Advance denominated in an Available Currency (other than Dollars or Canadian Dollars) the last day of the current Interest Period for the applicable Term Rate Advance, such Borrower shall be ineffectivedeemed to have elected clause (I) above. Upon any such prepayment or conversion, as applicable. Furthermore, if any Advance in any Available Currency is outstanding the applicable Borrower shall also pay accrued interest on the date of the Borrower’s receipt of notice of the commencement of amount so prepaid or converted, together with any additional amounts required pursuant to Section 9.04(c). During a Benchmark Unavailability Period with respect to any Benchmark or at any time that a tenor for any then-current Benchmark is not an Applicable Index applicable to such AdvanceAvailable Tenor, then (i) if such Advance is denominated in Dollars or Canadian Dollars, then on the last day component of the Interest Accrual Base Rate based upon the then-current Benchmark that is the subject of such Benchmark Unavailability Period applicable to or such Advance (or the next succeeding Business Day if tenor for such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian DollarsBenchmark, as applicable, bearing interest at a rate per annum equal to will not be used in any determination of the Base Rate plus the Applicable Margin on such day or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars), then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), at the Borrower’s election prior to such day, (A) be prepaid by the Borrower on such day or (B) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Currency) bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available CurrencyRate.

Benchmark Unavailability Period. Upon the Borrower’s Borrowers’ receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, the Borrower Borrowers may revoke any Notice of Borrowing, or request for a Borrowing of, conversion to or continuation of Eurocurrency Rate Advances to be made, converted or continued during any Benchmark Unavailability Period and, failing thatthat (i) for each Eurocurrency Rate Advance denominated in US Dollars, either (x) the Borrower Borrowers will be deemed to have converted any such request into a request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a conversion to Base Rate Advances and (ii) for each Eurocurrency Rate Advance denominated in any Committed Currency, the applicable currency bearing interest at Borrowers will be deemed to have requested a rate per annum Borrowing of or conversion to Base Rate Advances in an amount equal to the Equivalent thereof in US Dollars. During any Benchmark Unavailability Period or at any time that a tenor for the then-current Benchmark is not an Available Tenor, the component of the Base Rate plus based upon the Applicable Margin then-current Benchmark or (y) any Advance denominated in an Available Currency (other than Dollars or Canadian Dollars) shall be ineffectivesuch tenor for such Benchmark, as applicable, will not be used in any determination of the Base Rate. Furthermore, if any Eurocurrency Rate Advance in any Available Agreed Currency is outstanding on the date of the Borrower’s Borrowers’ receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index a Relevant Rate applicable to such Eurocurrency Rate Advance, then (i) if such Eurocurrency Rate Advance is denominated in Dollars or Canadian US Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin Advance on such day or (ii) if such Eurocurrency Rate Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars)Committed Currency, then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), at the applicable Borrower’s election prior to such day, (A) be prepaid by the such Borrower on such day or (B) be exchanged into the Equivalent amount thereof in US Dollars and converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Currency) bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin Advance on such day (it being understood and agreed that if the such Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such exchange and conversion of such Eurocurrency Rate Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable MarginAdvance), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available Currency.

Benchmark Unavailability Period. Upon the BorrowerCompany’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, the Borrower Borrowers may revoke any Notice of Borrowing, or request for a Borrowing of, conversion to or continuation of Eurocurrency Rate Advances to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (x) the Borrower Borrowers will be deemed to have converted any such request into a request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a conversion to Advances denominated in Base Rate Advances. During any Benchmark Unavailability Period or at any time that a tenor for the applicable currency bearing interest at a rate per annum equal to then-current Benchmark is not an Available Tenor, the component of the Base Rate plus based upon the Applicable Margin then-current Benchmark or (y) any Advance denominated in an Available Currency (other than Dollars or Canadian Dollars) shall be ineffectivesuch tenor for such Benchmark, as applicable, will not be used in any determination of Base Rate. Furthermore, if any Eurocurrency Rate Advance in any Available Agreed Currency is outstanding on the date of the Borrower’s Borrowers’ receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index a Relevant Rate applicable to such Eurocurrency Rate Advance, then (i) if such Eurocurrency Rate Advance is denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin Advance on such day or (ii) if such Eurocurrency Rate Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars)Major Currency, then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), at the applicable Borrower’s election prior to such day, (A) be prepaid by the such Borrower on such day or (B) be exchanged into the Equivalent amount thereof in Dollars and converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Currency) bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin Advance on such day (it being understood and agreed that if the such Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such exchange and conversion of such Eurocurrency Rate Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable MarginAdvance), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available Currency.

Benchmark Unavailability Period. Upon the Administrative Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given Benchmark, (I) the Borrower Borrowers may revoke any Notice of Borrowing, or pending request for a borrowing of, conversion to or continuation of Advances Benchmark Rate Loans to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency and, failing that, either (x1) in the Borrower case of any request for any affected Term Rate Loans denominated in Dollars or Canadian Dollars, if applicable, Borrowers will be deemed to have converted any such request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a borrowing of or conversion to Advances denominated Base Rate Loans in the applicable currency bearing interest at a rate per annum equal to amount specified therein and (2) in the Base case of any request for any affected Benchmark Rate plus the Applicable Margin or (y) any Advance denominated Loan, in each case, in an Available Alternative Currency (other than Dollars or Canadian Dollars) ), if applicable, then such request shall be ineffective, as applicable. Furthermore, if ineffective and (II) (1) any Advance in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advance, then (i) if such Advance is affected Term Rate Loans denominated in Dollars or Canadian Dollars, then on if applicable, will be deemed to have been converted into Base Rate Loans at the last day end of the applicable Interest Accrual Period applicable to such Advance and (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance 2) any outstanding affected Benchmark Rate Loans denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day or (ii) if such Advance is denominated in any Available an Alternative Currency (other than Dollars or Canadian Dollars), then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), at the Borrower’s election prior to such dayBorrowers’ election, shall either (A) be prepaid by the Borrower on such day or (Bx) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Alternative Currency) bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), andimmediately or, in the case of Term Rate Loans, at the end of the applicable Interest Period or (y) be prepaid in full immediately or, in the case of Term Rate Loans, at the end of the applicable Interest Period; provided that, with respect to any Daily Simple RFR Loan or Daily Resetting Term Rate Loan, if no election is made by the Borrowers by the date that is three (3) Business Days after receipt by Administrative Borrower of such subclause notice, the Borrowers shall be deemed to have elected clause (B)x) above; provided, upon further that, with respect to any subsequent implementation Term Rate Loan, if no election is made by the Borrowers by the earlier of (AA) the date that is three (3) Business Days after receipt by Administrative Borrower of such notice and (BB) the last day of the current Interest Period for the applicable Term Rate Loan, the Borrower shall be deemed to have elected clause (x) above. Upon any such prepayment or conversion, the Borrowers shall also pay accrued interest (except with respect to any prepayment or conversion of a Benchmark Replacement in respect of such Available Currency Daily Simple RFR Loan or Daily Resetting Term Rate Loan) on the amount so prepaid or converted, together with any additional amounts required pursuant to this Section 2.182.12(b)(ii). During a Benchmark Unavailability Period with respect to any Benchmark or at any time that a tenor for any then-current Benchmark is not an Available Tenor, such Advance denominated in Dollars bearing interest at a rate per annum equal to the component of the Base Rate plus based upon the Applicable Margin shall then be converted by then-current Benchmark that is the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency subject of such Available Currency) on the day Benchmark Unavailability Period or such tenor for such Benchmark, as applicable, will not be used in any determination of such implementation, giving effect to such Benchmark Replacement in respect of such Available CurrencyBase Rate.

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, (A) the Borrower may revoke any Notice of Borrowing, or pending request for a Eurodollar Advanceborrowing of, conversion to or continuation of Eurodollar Advances to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (x) the Borrower will be deemed to have converted any such request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a borrowing of or conversion to Floating Rate Advances denominated in and (B) any outstanding affected Eurodollar Advances will be deemed to have been converted to Floating Rate Advances at the end of the applicable currency bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin or (y) Interest Period. During any Advance denominated in an Available Currency (other than Dollars or Canadian Dollars) shall be ineffective, as applicable. Furthermore, if any Advance in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to or at any time that a tenor for the then-current Benchmark is not an Applicable Index applicable to such AdvanceAvailable Tenor, then (i) if such Advance is denominated in Dollars or Canadian Dollars, then on the last day component of the Interest Accrual Period applicable to Alternate Base Rate based upon the Eurodollar Base Ratethen-current Benchmark or such Advance (or the next succeeding Business Day if tenor for such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian DollarsBenchmark, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day or (ii) if such Advance is denominated will not be used in any Available Currency (other than Dollars or Canadian Dollars), then such Advance shall, on the last day determination of the Interest Accrual Period applicable to such Advance Alternate Base Rate. During any (or the next succeeding Business Day if such day is not a Business Day)vi) London Interbank Offered Rate Benchmark Unavailability Period, at the Borrower’s election prior to such dayall then-outstanding LIBOR Market Index Rate Advances shall automaticallyTransition Event. On March 5, (A) be prepaid by the Borrower on such day or (B) be converted by the Administrative Agent to2021, and (subject to the remainder of this subclause (B)) shall constitute, an Advance denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Currency) bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementationnotice, giving effect be converted into Floating Rate Advances and any Swingline LoansIBA, the administrator of the London interbank offered rate, and the FCA, the regulatory supervisor of the IBA, made the Announcements that the final publication or representativeness date for Dollars for (I) 1- week and 2-month London interbank offered rate tenor settings will be December 31, 2021 and (II) overnight, 1-month, 3-month, 6-month and 12-month London interbank offered rate tenor settings will be June 30, 2023. No successor administrator for the IBA was identified in such Announcements. The parties hereto agree and acknowledge that the Announcements resulted in the occurrence of a Benchmark Transition Event with respect to the London interbank offered rate pursuant to the terms of this Agreement and that any obligation of the Administrative Agent to notify any parties of such Benchmark Replacement in respect Transition Event pursuant to clause (iii) of such Available Currencythis Section 2.23(c) shall be made as Floating Rate Advancesdeemed satisfied.

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkBenchmark for USD, (i) the Borrower may revoke any Notice of Borrowing, or request for a conversion Eurocurrency Rate Advance of, conversionBorrowing of, Conversion to or continuation of SOFR Advances or Eurocurrency Rate Advances, in each case, to be made, converted convertedConverted or continued during any Benchmark Unavailability Period denominated in the applicable currency and, failing that, either (xA) in the case of any request for any affected SOFR Advance where the Benchmark Unavailability Period applies to both Daily Simple SOFR and the Term SOFR Reference Rate, the Borrower will be deemed to have converted convertedConverted any such request into a request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a conversion conversionConversion to Advances denominated in the applicable currency bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin or (y) Advances. During any Advance denominated in an Available Currency (other than Dollars or Canadian Dollars) shall be ineffective, as applicable. Furthermore, if any Advance in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period or in the amount specified therein, (B) in the case of any request for any affected SOFR Advance where the Benchmark Unavailability Period applies to Daily Simple SOFR but not the Term SOFR Reference Rate, the Borrower will be deemed to have Converted any such request into a request for an Advance of or Conversion to Term SOFR Advances with respect an Interest Period of one-month in the amount specified therein (or, if the Term SOFR Reference Rate shall be no longer available at such time, into Base Rate Advances in the amount specified therein), (C) in the case of any request for any affected SOFR Advance where the Benchmark Unavailability Period applies to the Term SOFR Reference Rate but not Daily Simple SOFR, the Borrower will be deemed to have Converted any such request into a request for an Applicable Index applicable Advance of or Conversion to Daily Simple SOFR Advances in the amount specified therein (or, if Daily Simple SOFR shall be no longer available at such time, into Base Rate Advances in the amount specified therein), and (D) in the case of any request for any affected Eurocurrency Rate Advance, then such request shall be ineffective and (iii)(A) any outstanding affected Term SOFR Advances, if such Advance is denominated in Dollars or Canadian Dollarsapplicable, then on will be deemed to have been Converted into Daily Simple SOFR Advances at the last day end of the applicable Interest Accrual Period applicable to (or, if Daily Simple SOFR shall be no longer available at such Advance (or the next succeeding Business Day if such day is not a Business Daytime, into Base Rate Advances), such Advance (B) any outstanding affected Daily Simple SOFR Advances, if applicable, will be deemed to have been Converted into Term SOFR Advances with an Interest Period of one-month immediately (or, if the Term SOFR Reference Rate shall be converted by the Administrative Agent tono longer available at such time, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the into Base Rate plus the Applicable Margin on such day or Advances) and (iiC) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars), then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day)outstanding affected Eurocurrency Rate Advances, at the Borrower’s election prior to such dayelection, shall (AI) be prepaid by the Borrower on such day or (B) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance Converted into Base Rate Advances denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Committed Currency), at the end of the applicable Interest Period, (II) bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance be Converted into an Advance Daily Simple SOFR Advances denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency Dollar Equivalent of such Available Committed Currency), at the end of the applicable Interest Period, (III) be Converted into Term SOFR Advances denominated in Dollars (in an amount equal to the Dollar Equivalent of such Committed Currency) with an Interest Period of one-month, at the end of the applicable Interest Period or (IV) be prepaid in full immediately or at the end of the applicable Interest Period; provided, further that, with respect to any Eurocurrency Rate Advance, if no election is made by the Borrower by the earlier of (x) the date that is three Business Days after receipt by the Borrower of such notice and (y) the last day of the current Interest Period for the applicable Eurocurrency Rate Advance, the Borrower shall be deemed to have elected clause (I) above. Upon any such prepayment or Conversion, the Borrower shall also pay accrued interest on the day amount so prepaid or Converted, together with any additional amounts required pursuant to Section 8.04(c). During a Benchmark Unavailability Period with respect to any Benchmark or at any time that a tenor for the then-current Benchmark is not an Available Tenor, to the extent a component of Base Rate is based upon the then-current Benchmark or such tenor for such Benchmark, as applicable, such Benchmark or tenor will not be used in any determination of Base Rate. Upon the commencement and during the continuation of a Benchmark Unavailability Period with respect to a Benchmark for any currency other than USD, the obligation of the Lenders to make Advances referencing such Benchmark in the affected currency shall be suspended (to the extent of the affected Advances or Interest Periods) and any then-outstanding Advances so affected shall automatically be converted into a Base Rate Advance denominated in USD, calculated using the Dollar Equivalent as of the commencement of such implementation, giving effect to such Benchmark Replacement in respect of such Available CurrencyUnavailability Period.

Benchmark Unavailability Period. Upon the BorrowerBorrower Agent’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, the Borrower Agent may revoke any Notice of Borrowing, or pending request for a an Advance of, conversion to or continuation of Advances applicable LIBOR Loans, BA Rate Loans, Daily Simple RFR Loans, or EURIBOR Loans to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (x1) in the case of any request for any affected LIBOR Loans in Dollars, the Borrower Agent will be deemed to have converted any such request into a request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or conversion to Base Rate Loans, (2) in the case of any request for any affected BA Rate Loans in Canadian Dollars, the Borrower Agent will be deemed to have converted any such request into a request for a Borrowing of or conversion to Advances denominated Canadian Prime Rate Loans, (3) in the applicable currency bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin or (y) case of any Advance request for any affected Loan denominated in an Available Alternate Currency (other than Dollars or Canadian Dollars) shall be ineffective, as applicable. Furthermore, if any Advance in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advance, then (i) if such Advance is denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars), then such Advance shallrequest shall be ineffective, on (4) any outstanding affected LIBOR Loans or BA Rate Loans, in each case denominated in Dollars or Canadian Dollars will be deemed to have been converted into Base Rate Loans or Canadian Prime Rate Loans at the last day end of the applicable Interest Accrual Period applicable to such Advance or BA Period, and (or the next succeeding Business Day if such day is not a Business Day5) any outstanding affected Loans, in each case, denominated in an Alternate Currency (other than Canadian Dollars), at the BorrowerBorrower Agent’s election prior to such dayelection, shall either (A) be prepaid by the Borrower on such day or (Bi) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Alternate Currency) bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), andimmediately or, in the case of such subclause EURIBOR Loans, at the end of the applicable Interest Period or (B)ii) be prepaid in full immediately or, upon in the case of EURIBOR Loans, at the end of the applicable Interest Period; provided that, with respect to any subsequent implementation of a Benchmark Replacement in respect Daily Simple RFR Loan, if no election is made by Borrower Agent by the date that is three (3) Business Days after receipt by Borrower Agent of such Available Currency notice, Borrowers shall be deemed to have elected clause (i) above; provided, further that, with respect to any EURIBOR Loan, if no election is made by Borrower Agent by the earlier of (x) the date that is three (3) Business Days after receipt by Borrower Agent of such notice and (y) the last day of the current Interest Period for the applicable EURIBOR Loan, Borrowers shall be deemed to have elected clause (i) above. Upon any such prepayment or conversion, Borrowers shall also pay accrued interest on the amount so prepaid or converted, together with any additional amounts required pursuant to this Section 2.182.3(e). During any Benchmark Unavailability Period or at any time that a tenor for the then-current Benchmark is not an Available Tenor, such Advance denominated in Dollars bearing interest at a rate per annum equal to the component of Base Rate plus or Canadian Prime Rate based upon the Applicable Margin shall then then-current Benchmark or such tenor for such Benchmark, as applicable, will not be converted by the Administrative Agent to, and shall constitute, an Advance denominated used in such original Available Currency (in an amount equal to the equivalent in such currency any determination of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available CurrencyBase Rate or Canadian Prime Rate.

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, the Borrower may revoke any Notice of Borrowing, or request for a Loan bearing interest based on the Eurocurrency Rate, conversion to or continuation of Advances Loans bearing interest based on the Eurocurrency Rate to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (xi) (A) in the case of any request for a Eurocurrency Rate Borrowing in Dollars, the Borrower will be deemed to have converted any such request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a Loan or conversion to Advances denominated in the applicable currency Loans bearing interest at a rate per annum equal to under the Base Rate plus Option and (B) in the Applicable Margin or case of any request for a Eurocurrency Rate Borrowing in an Alternative Currency, then such request shall be ineffective and (yii) (A) any Advance outstanding affected Eurocurrency Rate Loans denominated in Dollars will be deemed to have been converted into Loans bearing interest under the Base Rate Option at the end of the applicable Interest Period and (B) any outstanding affected Eurocurrency Rate Loans denominated in an Available Currency (other than Dollars or Canadian Dollars) shall be ineffective, as applicable. Furthermore, if any Advance in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advance, then (i) if such Advance is denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars), then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day)Alternative Currency, at the Borrower’s election prior to such dayelection, shall either (A) be prepaid by the Borrower on such day or (B1) be converted by into Loans bearing interest under the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance Base Rate Option denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Alternative Currency) bearing interest at the end of the applicable Interest Period or (2) be prepaid at the end of the applicable Interest Period in full; provided that if no election is made by the Borrower by the earlier of (x) the date that is three Business Days after receipt by the Borrower of such notice and (y) the last day of the current Interest Period for the applicable Eurocurrency Rate Loan, the Borrower shall be deemed to have elected clause (1) above. During any Benchmark Unavailability Period or at any time that a rate per annum equal to tenor for the then-current Benchmark is not an Available Tenor, the component of the Base Rate plus based upon the Applicable Margin on then-current Benchmark or such day (it being understood and agreed that if the Borrower does tenor for such Benchmark, as applicable, will not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion be used in any determination of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available CurrencyRate.

Benchmark Unavailability Period. Upon the Borrower’s Borrowers’ receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, the Borrower Borrowers may revoke any Notice of Borrowing, or request for a an Advance bearing interest based on the LIBOR Rate, conversion to or continuation of Advances bearing interest based on the LIBOR Rate to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (xi) (A) in the Borrower case of any request for a LIBOR Rate Loan in Dollars, the Borrowers will be deemed to have converted any such request into a request for a Dollar an Advance or an Advance conversion to Advances bearing interest based on the Base Rate and (B) in Canadian Dollars into a Notice the case of Borrowing of or any request for a conversion to Advances LIBOR Rate Loan in an Optional Currency, then such request shall be ineffective and (ii) (A) any outstanding affected LIBOR Rate Loans denominated in the applicable currency Dollars will be deemed to have been converted into Advances bearing interest at a rate per annum equal to based on the Base Rate plus at the Applicable Margin or end of the applicable Interest Period and (yB) any Advance outstanding affected LIBOR Rate Loans denominated in an Available Currency Optional Currency, at the Borrowers’ election, shall either (other than Dollars or Canadian Dollars1) shall be ineffective, as applicable. Furthermore, if any Advance in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advance, then (i) if such Advance is denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, into Advances bearing interest at a rate per annum equal to based on the Base Rate plus the Applicable Margin on such day or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars), then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), at the Borrower’s election prior to such day, (A) be prepaid by the Borrower on such day or (B) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Optional Currency) bearing interest at the end of the applicable Interest Period or (2) be prepaid at the end of the applicable Interest Period in full; provided that if no election is made by the Borrowers by the earlier of (x) the date that is three (3) Business Days after receipt by the Borrowers of such notice and (y) the last day of the current Interest Period for the applicable LIBOR Rate Loan, the Borrowers shall be deemed to have elected clause (1) above. During any Benchmark Unavailability Period or at any time that a rate per annum equal to tenor for the then-current Benchmark is not an Available Tenor, the component of the Base Rate plus based upon the Applicable Margin on then-current Benchmark or such day (it being understood and agreed that if the Borrower does tenor for such Benchmark, as applicable, will not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion be used in any determination of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available CurrencyRate.

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, the Borrower may revoke any Notice of Borrowing, or pending request for a Term Benchmark Borrowing or RFR Borrowing of, conversion to or continuation of Advances Term Benchmark Loans or RFR Loans in each affected Currency to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (xi) in the case of a request for a Borrowing continuation or conversion in Dollars, the Borrower will be deemed to have converted any such request into a request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a conversion to Advances denominated an ABR Loan immediately in the case of an RFR Borrowing or, in the case of a Term Benchmark Borrowing, at the end of the applicable currency bearing interest at Interest Period, (ii) in the case of a rate per annum equal to the Base Rate plus the Applicable Margin request for, or (y) any Advance denominated in an Available Currency (continuation of, a Term Benchmark Borrowing other than Dollars or Canadian Dollars) shall be ineffective, as applicable. Furthermore, if any Advance in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advance, then (i) if such Advance is denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars), then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day)an RFR Borrowing, at the Borrower’s election prior to election, such day, request shall either (A) be prepaid by converted to a Term Benchmark Borrowing with a Term Benchmark Rate equal to the Borrower on such day or (B) be converted by Central Bank Rate for the applicable Agreed Foreign Currency plus the Applicable Margin; provided that, if the Administrative Agent todetermines (which determination shall be conclusive and binding absent manifest error) that the Central Bank Rate for the applicable Agreed Foreign Currency cannot be determined, and (subject to the remainder of this subclause (B)) such Borrowing shall constitute, an Advance be converted into a Syndicated ABR Borrowing denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available affected Currency) bearing interest at a rate per annum equal to immediately in the Base Rate plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion case of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), andRFR Borrowing or, in the case of such subclause a Term Benchmark Borrowing, at the end of the applicable Interest Period, (B), upon any subsequent implementation of ) be converted into a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance Syndicated ABR Borrowing denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency Dollar Equivalent of such Available affected Currency) on immediately in the case of an RFR Borrowing or, in the case of a Eurocurrency Borrowing, at the end of the applicable Interest Period, or (C) be prepaid in full immediately in the case of an RFR Borrowing or, in the case of a Term Benchmark Borrowing, at the end of the applicable Interest Period, and (iii) in the case of a request for, or continuation of, a Term Benchmark Borrowing in Canadian Dollars, at the Borrower’s election, such request shall either (A) be converted to a Term Benchmark Borrowing denominated in Canadian Dollars at the Canadian Prime Rate at the end of applicable Interest Period, (B) be converted into a Syndicated ABR Borrowing denominated in Dollars (in an amount equal to the Dollar Equivalent of such affected Currency) at the end of the applicable Interest Period, or (C) be prepaid in full at the end of the applicable Interest Period; provided that if no election is made by the Borrower by the date that is three Business Days after receipt by the Borrower of such notice or, in the case of a Term Benchmark Borrowing, the last day of the current Interest Period for the applicable Term Benchmark Loan, if earlier, the Borrower shall be deemed to have elected clause (ii)(A) or (iii)(A) above, as applicable. During a Benchmark Unavailability Period or at any time that a tenor for the then-current Benchmark is not an Available Tenor, the component of the Alternate Base Rate based upon the then-current Benchmark or such implementationtenor for such Benchmark, giving effect to such Benchmark Replacement as applicable, will not be used in respect any determination of such Available Currencythe Alternate Base Rate.

Benchmark Unavailability Period. Upon the BorrowerCompany’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given Benchmark, (i) the Borrower Company may revoke any Notice of Borrowing, or pending request for a conversion to or continuation of Advances any Term Benchmark Loans to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable currency and, failing that, either (xA) in the case of any request for any affected Borrowing in Dollars, if applicable, the applicable Borrower will be deemed to have converted any such request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a Borrowing of ABR Loans or conversion to Advances ABR Loans in the amount specified therein and (B) in the case of any request for any affected Borrowing denominated in the applicable currency bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin or Euro, such request shall be ineffective and (yii)(A) any Advance outstanding affected Term Benchmark Loans denominated in an Available Currency (other than Dollars or Canadian Dollars) shall be ineffective, as applicable. Furthermore, if applicable, will be deemed to have been converted into ABR Loans immediately and (B) any Advance in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a affected Term Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advance, then (i) if such Advance is Loans denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars), then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day)Euro, at the applicable Borrower’s election prior to such dayelection, shall either (A) be prepaid by the Borrower on such day or (BI) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance denominated in Dollars into ABR Loans (in an amount equal to the Dollar Equivalent thereof) at the end of the applicable Interest Period or (II) be prepaid in full at the end of the applicable Interest Period; provided that, with respect to any Term Benchmark Loan, if no election is made by the applicable Borrower by the earlier of (x) the date that is three Business Days after receipt by the Company of such Available Currencynotice and (y) bearing interest at a rate per annum equal the last day of the current Interest Period for the applicable Term Benchmark Loan, such Borrower shall be deemed to the Base Rate plus the Applicable Margin on have elected clause (I) above. Upon any such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City timeprepayment or conversion, the Administrative Agent is authorized applicable Borrower shall also pay accrued interest (except with respect to effect such any prepayment or conversion of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available CurrencyABR Borrowing) on the day amount so prepaid or converted, together with any additional amounts required pursuant to Section 2.15. During a Benchmark Unavailability Period with respect to any Benchmark or at any time that a tenor for any then-current Benchmark is not an Available Tenor, the component of the Alternate Base Rate based upon the then-current Benchmark that is the subject of such implementationBenchmark Unavailability Period or such tenor for such Benchmark, giving effect to such Benchmark Replacement as applicable, will not be used in respect any determination of such Available Currencythe Alternate Base Rate.

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given Benchmark, (A) the Borrower may revoke any Notice of Borrowing, or pending request for a borrowing of, conversion to or continuation of Advances RFR Loans to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency and, failing that, either (xI) in the case of any request for any affected SOFR Loans, if applicable, the Borrower will be deemed to have converted any such request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a borrowing of or conversion to Advances denominated Alternate Base Rate Loans in the applicable currency bearing interest at amount specified therein and (II) in the case of any request for any affected RFR Loan, in a rate per annum equal to the Base Rate plus the Applicable Margin or (y) any Advance denominated in an Available Currency (other than Dollars or Canadian Dollars) shall be ineffective, as applicable. FurthermoreForeign Currency, if any Advance in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advance, then (i) if such Advance is denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars), then such Advance shallrequest shall be ineffective and (B)(I) any outstanding affected SOFR Loans, on if applicable, will be deemed to have been converted into Alternate Base Rate Loans at the last day end of the applicable Interest Accrual Period applicable to such Advance and (or the next succeeding Business Day if such day is not II) any outstanding affected RFR Loans, in each case, denominated in a Business Day)Foreign Currency, at the Borrower’s election prior to such dayelection, shall either (A) be prepaid by the Borrower on such day or (B1) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance into Alternate Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Foreign Currency) bearing interest at a rate per annum equal immediately or (2) be prepaid in full immediately; provided, that, with respect to the Base Rate plus the Applicable Margin on such day (it being understood and agreed that any Daily Simple RFR Loan, if no election is made by the Borrower does not so prepay by the date that is three (3) Business Days after receipt by the Borrower of such Advance on such day by 12:00 noon, New York City timenotice, the Administrative Agent is authorized Borrower shall be deemed to effect have elected clause (1) above. Upon any such prepayment or conversion, the Borrower shall also pay accrued interest (except with respect to any prepayment or conversion of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available CurrencyDaily Simple RFR Loan) on the day amount so prepaid or converted, together with any additional amounts required pursuant to Section 2.17. During a Benchmark Unavailability Period with respect to any Benchmark or at any time that a tenor for any then-current Benchmark is not an Available Tenor, the component of the Alternate Base Rate based upon the then-current Benchmark that is the subject of such implementationBenchmark Unavailability Period or such tenor for such Benchmark, giving effect to such Benchmark Replacement as applicable, will not be used in respect any determination of such Available CurrencyAlternate Base Rate.

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, the Borrower may revoke any Notice of Borrowing, or pending request for a Term Benchmark Loan or RFR Loan of, conversion to or continuation of Advances Term Benchmark Loans to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (x) the Borrower will be deemed to have converted any such request for (1) a Term Benchmark Loan denominated in Dollars into a request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing Loan of or request for a conversion to Advances (A) a RFR Loan denominated in Dollars so long as the applicable currency bearing interest at Adjusted RFR for Loans denominated in Dollars is not the subject of a rate per annum equal to the Benchmark Transition Event or (B) a Base Rate plus Loan if the Applicable Margin Adjusted RFR for Dollar borrowings is the subject of a Benchmark Transition Event or (y2) any Advance denominated Term Benchmark Loan or RFR Loan denominated, in each case, in an Available Alternative Currency (other than Dollars or Canadian Dollars) shall be ineffective. During any Benchmark Unavailability Period or at any time that a tenor for the then-current Benchmark is not an Available Tenor, the component of Base Rate based upon the then-current Benchmark or such tenor for such Benchmark, as applicable, will not be used in any determination of Base Rate. Furthermore, if any Advance Term Benchmark Loan or RFR Loan in any Available Agreed Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index a Relevant Rate NAI-5000431466v13 applicable to such AdvanceTerm Benchmark Loan or RFR Loan, then until such time as a Benchmark Replacement for such Agreed Currency is implemented pursuant to this Section 4.16, (iA) if such Advance is for Loans denominated in Dollars or Canadian Dollars, then (1) any Term Benchmark Loan shall on the last day of the Interest Accrual Period applicable to such Advance Loan (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance (x) a RFR borrowing denominated in Dollars so long as the Adjusted RFR for Loans denominated in Dollars is not the subject of a Benchmark Transition Event or Canadian Dollars, as applicable, bearing interest at (y) a rate per annum equal to the Base Rate plus Loan if the Applicable Margin Adjusted RFR for Loans denominated in Dollars is the subject of a Benchmark Transition Event, on such day or and (ii2) if any RFR Loan shall on and from such Advance is day be converted by the Agent to, and shall constitute a Base Rate Loan and (B) for Loans denominated in an Alternative Currency, (1) any Available Currency (other than Dollars or Canadian Dollars), then such Advance Term Benchmark Loan shall, on the last day of the Interest Accrual Period applicable to such Advance Loan (or the next succeeding Business Day if such day is not a Business Day), at the Borrower’s election prior to such day, (A) be prepaid by the Borrower on such day or (B) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance into a Base Rate Loan denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Alternative Currency) bearing interest at and (2) any RFR Loan shall on the next succeeding Business Day be converted into a rate per annum equal to the Base Rate plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance into an Advance Loan denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency Dollar Equivalent of such Available Alternative Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available Currency).

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, the Borrower may revoke any Notice of Borrowing, or request for a conversion to or continuation of Advances to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (x) the Borrower will be deemed to have converted any such request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a conversion to Advances denominated in the applicable currency bearing interest at a rate per annum equal to to, in the case of Dollar Advances, the Base Rate plus the Applicable Margin Margin, or (y) any Advance denominated in an Available Currency (other than Dollars or Canadian Dollars) shall be ineffective, as applicable. Furthermore, if any Advance in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advance, then (i) if such Advance is denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars), then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), at the Borrower’s election prior to such day, (A) be prepaid by the Borrower on such day or (B) be converted by the Administrative Agent to, and (subject to the remainder of this subclause clause (B)) shall constitute, an Advance denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Currency) bearing interest at a rate per annum equal to the Base Rate then applicable Benchmark for Dollar Advances plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate then applicable Benchmark for Dollar Advances plus the Applicable Margin), and, in the case of such subclause clause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, 2.18 such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available Currency.

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, the Borrower may revoke any Notice of Borrowing, or request for a Loan bearing interest based on the Euro Rate, conversion to or continuation of Advances Loans bearing interest based on the Euro Rate to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (xi) (A) in the case of any request for a Euro Rate Loan in Dollars, the Borrower will be deemed to have converted any such request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a Loan or conversion to Advances denominated in the applicable currency Loans bearing interest at a rate per annum equal to under the Base Rate plus Option and (B) in the Applicable Margin or case of any request for a Euro Rate Loan in an Optional Currency, then such request shall be ineffective and (yii) (A) any Advance outstanding affected Euro Rate Loans denominated in Dollars will be deemed to have been converted into Loans bearing interest under the Base Rate Option at the end of the applicable Interest Period and (B) any outstanding affected Euro Rate Loans denominated in an Available Currency (other than Dollars or Canadian Dollars) shall be ineffective, as applicable. Furthermore, if any Advance in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advance, then (i) if such Advance is denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars), then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day)Optional Currency, at the Borrower’s election prior to such dayelection, shall either (A) be prepaid by the Borrower on such day or (B1) be converted by into Loans bearing interest under the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance Base Rate Option denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Optional Currency) bearing interest at the end of the applicable Interest Period or (2) be prepaid at the end of the applicable Interest Period in full; provided that if no election is made by the Borrower by the earlier of (x) the date that is three Business Days after receipt by the Borrower of such notice and (y) the last day of the current Interest Period for the applicable Euro-Rate Loan, the Borrower shall be deemed to have elected clause (1) above. During any Benchmark Unavailability Period or at any time that a rate per annum equal to tenor for the then-current Benchmark is not an Available Tenor, the component of the Base Rate plus based upon the Applicable Margin on then-current Benchmark or such day (it being understood and agreed that if the Borrower does tenor for such Benchmark, as applicable, will not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion be used in any determination of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available CurrencyRate.

Benchmark Unavailability Period. Upon the U.S. Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given Benchmark, (I) the Borrower Borrowers may revoke any Notice of Borrowing, or pending request for a borrowing of, conversion to or continuation of Advances Benchmark Rate Loans to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable currency and, failing that, either (x1) in the Borrower case of any request for any affected Term Rate Loans denominated in Dollars or Canadian Dollars, if applicable, Borrowers will be deemed to have converted any such request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a borrowing of or conversion to Advances denominated Base Rate Loans in the applicable currency bearing interest at a rate per annum equal to amount specified therein and (2) in the Base case of any request for any affected Benchmark Rate plus the Applicable Margin or (y) any Advance denominated Loan, in each case, in an Available Alternate Currency (other than Dollars or Canadian Dollars) ), if applicable, then such request shall be ineffective, as applicable. Furthermore, if ineffective and (II) (1) any Advance in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advance, then (i) if such Advance is affected Term Rate Loans denominated in Dollars or Canadian Dollars, then on if applicable, will be deemed to have been converted into Base Rate Loans at the last day end of the applicable Interest Accrual Period applicable to such Advance and (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance 2) any outstanding affected Benchmark Rate Loans denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day or (ii) if such Advance is denominated in any Available an Alternate Currency (other than Dollars or Canadian Dollars), then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), at the Borrower’s election prior to such dayBorrowers’ election, shall either (A) be prepaid by the Borrower on such day or (Bx) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Alternate Currency) bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), andimmediately or, in the case of Term Rate Loans, at the end of the applicable Interest Period or (y) be prepaid in full immediately or, in the case of Term Rate Loans, at the end of the applicable Interest Period; provided that, with respect to any Daily Simple RFR or Daily Resetting Term Rate, if no election is made by the Borrowers by the date that is three (3) Business Days after receipt by the U.S. Borrower of such subclause notice, the Borrowers shall be deemed to have elected clause (B)x) above; provided, upon further, that, with respect to any subsequent implementation Term Rate Loan, if no election is made by the Borrowers by the earlier of (AA) the date that is three (3) Business Days after receipt by the U.S. Borrower of such notice and (BB) the last day of the current Interest Period for the applicable Term Rate Loan, the applicable Borrower shall be deemed to have elected clause (x) above. Upon any such prepayment or conversion, the Borrowers shall also pay accrued interest on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 2.16. During a Benchmark Replacement in Unavailability Period with respect to any Benchmark or at any time that a tenor for any then-current Benchmark is not an Available Tenor, the component of Base Rate based upon the then-current Benchmark that is the subject of such Available Currency pursuant to this Section 2.18Benchmark Unavailability Period or such tenor for such Benchmark, such Advance denominated as applicable, will not be used in Dollars bearing interest at a rate per annum equal to the any determination of Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available CurrencyRate.

Benchmark Unavailability Period. Upon the BorrowerBorrower'sBorrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, the Borrower may revoke any Notice of BorrowingBorrowing to be made or any continuation of an Advance, or request for a conversion to or continuation of Advances to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (x) the Borrower will be deemed to have converted any such request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a conversion to Advances denominated in the applicable currency bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin or (y) any Advance denominated in an Available Currency (other than Dollars or Canadian Dollars) shall be ineffective, as applicable. Furthermore, if any Advance in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advance, then (i) if such Advance is denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars), then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), at the Borrower’s election prior to such day, (A) be prepaid by the Borrower on such day or (B) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Currency) bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available Currency.or

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given Benchmark, the Borrower may revoke any Notice of Borrowing, or request for a conversion to or -82- continuation of Advances to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (x) the Borrower will be deemed to have converted any such request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a conversion to Advances denominated in the applicable currency bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin or (y) any Advance denominated in an Available Currency (other than Dollars or Canadian Dollars) shall be ineffective, as applicable. Furthermore, if any Advance in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advance, then (i) if such Advance is denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars), then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), at the Borrower’s election prior to such day, (A) be prepaid by the Borrower on such day or (B) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Currency) bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available Currency.

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, the Borrower may revoke any Notice of Borrowing, or request for a conversion to or continuation of Advances to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (x) the Borrower will be deemed to have converted any such request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a conversion to Advances denominated in the applicable currency bearing interest at a rate per annum equal to to, in the case of Dollar Advances, the Base Rate plus the Applicable Margin Margin, or (y) any Advance denominated in an Available Currency (other than Dollars or Canadian Dollars) shall be ineffective, as applicable. Furthermore, if any Advance in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advance, then (i) if such Advance is denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars), then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), at the Borrower’s election prior to such day, (A) be prepaid by the Borrower on such day or (B) be converted by the -87- Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Currency) bearing interest at a rate per annum equal to the Base Rate then applicable Benchmark for Dollar Advances plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate then applicable Benchmark for Dollar Advances plus the Applicable Margin), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, 2.18 such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available Currency.

Benchmark Unavailability Period. Upon the Borrower’s Borrowers’ receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given Benchmark, (i) the Borrower Borrowers may revoke any Notice of Borrowing, or pending request for a Borrowing of, conversion to or continuation of Advances Loans to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable currency and, failing that, either (xA) in the case of any request for any affected Borrowing denominated in US Dollars, if applicable, the applicable Borrower will be deemed to have converted any such request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a an ABR Borrowing or conversion to Advances ABR Loans in the amount specified therein and (B) in the case of any request for any affected Borrowing in an Alternative Currency, if applicable, then such request shall be ineffective and (ii)(A) any outstanding affected Loans denominated in the applicable currency bearing interest at a rate per annum equal US Dollars, if applicable, will be deemed to the Base Rate plus the Applicable Margin or have been converted into ABR Loans immediately and (yB) any Advance outstanding affected Loans denominated in an Available Currency (other than Dollars or Canadian Dollars) shall be ineffective, as applicable. Furthermore, if any Advance in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advance, then (i) if such Advance is denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars), then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day)Alternative Currency, at the applicable Borrower’s election prior to such dayelection, shall either (A) be prepaid by the Borrower on such day or (BI) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance into ABR Loans denominated in US Dollars (in an amount equal to the US Dollar Equivalent of such Available Alternative Currency) bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), andimmediately or, in the case of Term Rate Loans, at the end of the applicable Interest Period or (II) be prepaid in full immediately or, in the case of Term Rate Loans, at the end of the applicable Interest Period; provided that, with respect to any affected Loan, if no election is made by the applicable Borrower by the date that is three Business Days after receipt by such subclause Borrower of such notice (Bor if earlier, in the case of Term Rate Loans, the last day of the current Interest Period for the applicable Term Rate Loans), upon such Borrower shall be deemed to have elected clause (I) above. Upon any subsequent implementation of such prepayment or conversion, the Borrower shall also pay accrued interest on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 2.16. During a Benchmark Replacement in Unavailability Period with respect to any Benchmark or at any time that a tenor for any then-current Benchmark is not an Available Tenor, the component of ABR based upon the then-current Benchmark that is the subject of such Available Currency pursuant to this Section 2.18Benchmark Unavailability Period or such tenor for such Benchmark, such Advance denominated as applicable, will not be used in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency any determination of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available CurrencyABR.

Benchmark Unavailability Period. Upon athe Borrower’‘s receipt of notice of the commencement of a Benchmark Unavailability Period, with respect to a given Benchmark, (i) the Borrowers may revoke any request for anwritten notice that requests the making of any Advance in any applicable Agreed Currency of,as, a conversion of any Advance to, or continuation of anany Advance as, a SOFR Advance to be made, converted or continued during any Benchmark Unavailability Period , a EURIBOR Advance, or a Daily Simple ▇▇▇▇▇ Advance, as applicable, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable currency and, failing that, (x)A) in the case of any request for any affected SOFR Advance, if applicable, the Borrowers will be deemed to have converted any such request for an Advance denominated in US Dollars into a request for a Borrowing of or conversion to Base Rate Advance and (y)in the amount specified therein and (B) in the case of any request for an Advance of a Borrower at an Agreed Currency (other than US Dollars) shall be deemed to be an Advance at the Overnight Rate and accrue interest based on the Overnight Rate plus the applicable percentage in accordance with the table set out in Section 2.7. 1. During any Benchmark Unavailability Period or at any time that a tenor for the then current Benchmark is not an Available Tenor, the component of Base Rate based upon theany other affected Advance, if applicable, then current Benchmark or such tenor for such Benchmark, asrequest shall be ineffective and (ii)(A) any outstanding affected SOFR Advances, if applicable, will not be used in any determination of Base Rate. Furthermore, if any Advance in any Agreed Currency is outstanding on the date of a Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkLIBO Rate, the Borrower may revoke any Notice of Borrowing, Daily Simple ▇▇▇▇▇ or request for a conversion to or continuation of Advances to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (x) the Borrower will be deemed to have converted any such request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a conversion to Advances denominated in the applicable currency bearing interest at a rate per annum equal to the Base EURIBOR Rate plus the Applicable Margin or (y) any Advance denominated in an Available Currency (other than Dollars or Canadian Dollars) shall be ineffective, as applicable. Furthermore, if any Advance in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advance, then until such time as a Benchmark Replacement for such Agreed Currency is implemented pursuant to this Section 5.29, (i) if such Advance is denominated in US Dollars or Canadian Dollarsto a Borrower, then on the last day of the Interest Accrual Period applicable to such Advance Loan (or the next succeeding Business Banking Day if such day is not a Business Banking Day), such Advance Loandeemed to have been converted into Base Rate Advances at the end of the applicable Interest Period and (B) any other outstanding affected Advances, in each case, at the Borrower’s election, shall either (I) be converted by the Administrative Agent to, and shall constitute, an Advance a Baseinto Prime Rate AdvanceAdvances denominated in USCanadian Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day or (ii) if if(in an amount equal to the Equivalent Amount of such affected Advance is denominated in any Available an Agreed Currency (other than Dollars or Canadian USCanadian Dollars)) is to a Borrower, then such Advance Loan shall, on onat the last day dayend of the applicable Interest Accrual Period applicable to such Advance Loan (or the next succeeding Business Banking Day if such day is not a Business Banking Day), at the applicable Borrower’s election prior to such day, :or (AAII) be prepaid by the Borrower on such day or (B) solely for the purpose of calculating the interest rate applicable to such Advance, such Advance shall be converted deemed to be an Advance at the Overnight Rate and accrue interest based on the Overnight Rate plus the applicable percentage in accordance with the table set out in Section 2.7.1. (h) On March 5, 2021, the U.K. Financial Conduct Authority (“FCA”) publicly announced that, (a) immediately after December 31, 2021, publication of all seven euro LIBOR settings, all seven Swiss Franc LIBOR settings, the spot next, 1 week, 2 month and 12 month Japanese Yen LIBOR settings, the overnight, 1 week, 2 month and 12 month Sterling LIBOR settings, and the 1 week and 2 month Dollar LIBOR settings will permanently cease; immediately after June 30, 2023, publication of the overnight and 12 month US Dollar LIBOR settings will permanently cease; (b) immediately after December 31, 2021, the 1 month, 3 month and 6 month Japanese Yen LIBOR settings and the 1 month, 3 month and 6 month Sterling LIBOR settings will cease to be provided or, subject to consultation by the FCA, be provided on a changed methodology (or “synthetic”) basis and no longer be representative of the underlying market and economic reality they are intended to measure and that representativeness will not be restored; and (c) immediately after June 30, 2023, the 1 month, 3 month and 6 month US Dollar LIBOR settings will cease to be provided or, subject to the FCA’s consideration of the case, be provided on a synthetic basis and no longer be representative of the underlying market and economic reality they are intended to measure and that representativeness will not be restored. There is no assurance that dates announced by the FCA will not change or that the administrator of LIBOR and/or regulators will not take further action that could impact the availability, composition, or characteristics of LIBOR or the currencies and/or tenors for which LIBOR is published. Each party to this agreement should consult its own advisors to stay informed of any such developments. Public and private sector industry initiatives are currently underway to identify new or alternative reference rates to be used in place of LIBOR. The Bank of Nova Scotia, as Administrative Agent, does not warrant or accept any responsibility for, and shall not have any liability with respect to, the administration, submission or any other matter related to LIBOR or other rates in the definition of “LIBO Rate” or with respect to any alternative or successor rate thereto, or replacement rate thereof (including, without limitation, any such alternative, successor or replacement rate implemented pursuant to Section 5.29, and (ii) the implementation of any Benchmark Replacement Conforming Changes pursuant to Section 5.29, including without limitation, whether the composition or characteristics of any such alternative, successor or replacement reference rate will be similar to, or produce the same value or economic equivalence of, the LIBO Rate or have the same volume or liquidity as did LIBOR prior to its discontinuance or unavailability. For certainty, the parties hereto acknowledge that the announcements of March 5, 2021 described above resulted in the occurrence of a Benchmark Transition Event with respect to the LIBO Rate for US Dollars pursuant to the terms of this Agreement and that any obligation of the Administrative Agent toto notify any parties of such Benchmark Transition Event pursuant to clause (e) of this Section 5.29 shall be deemed ▇▇▇▇▇▇▇▇▇.▇▇ full at the end of the applicable Interest Period; provided, that, if no election is made by the Borrowers by the earlier of (x) the date that is three Banking Days after receipt by the Borrowers of such notice and (subject to y) the remainder last day of this subclause (B)) shall constitute, an Advance denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Currency) bearing interest at a rate per annum equal to current Interest Period for the Base Rate plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City timeapplicable Loan, the Administrative Agent is authorized Borrowers shall be deemed to effect have elected clause (I) above. Upon any such conversion of such Advance into an Advance denominated in Dollars bearing prepayment or conversion, the Borrowers shall also pay accrued interest at a rate per annum equal to on the Base Rate plus the Applicable Margin)amount so prepaid or converted, and, in the case of such subclause (B), upon together with any subsequent implementation of a Benchmark Replacement in respect of such Available Currency additional amounts required pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency 5.29. 5.30 Effect of such Available Currency) on the day of such implementation, giving effect to such CDOR Benchmark Replacement in respect of such Available Currency.Transition EventCDOR Fallback

Benchmark Unavailability Period. Upon the any Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, the such Borrower may revoke any Notice of Borrowing, or request for a Loan bearing interest based on the LIBOR Rate, conversion to or continuation of Advances Loans bearing interest based on the LIBOR Rate to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (xi) (A) in the case of any request for a LIBOR Rate Loan in Dollars, such Borrower will be deemed to have converted any such request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a Loan or conversion to Advances denominated in the applicable currency Loans bearing interest at a rate per annum equal to under the Base Rate plus Option and (B) in the Applicable Margin or case of any request for a LIBOR Rate Loan in an Optional Currency, then such request shall be ineffective and (yii) (A) any Advance outstanding affected LIBOR Rate Loans denominated in Dollars will be deemed to have been converted into Loans bearing interest under the Base Rate Option at the end of the applicable Interest Period and (B) any outstanding affected LIBOR Rate Loans denominated in an Available Currency (other than Dollars or Canadian Dollars) shall be ineffectiveOptional Currency, as applicable. Furthermore, if any Advance in any Available Currency is outstanding on the date of the at such Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advanceelection, then shall either (i1) if such Advance is denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, into Loans bearing interest at a rate per annum equal to under the Base Rate plus the Applicable Margin on such day or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars), then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), at the Borrower’s election prior to such day, (A) be prepaid by the Borrower on such day or (B) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance Option denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Optional Currency) bearing interest at the end of the applicable Interest Period or (2) be prepaid at the end of the applicable Interest Period in full; provided that if no election is made by such Borrower by the earlier of (x) the date that is three Business Days after receipt by such Borrower of such notice and (y) the last day of the current Interest Period for the applicable LIBOR Rate Loan, such Borrower shall be deemed to have elected clause (1) above. During any Benchmark Unavailability Period or at any time that a rate per annum equal to tenor for the then-current Benchmark is not an Available Tenor, the component of the Base Rate plus based upon the Applicable Margin on then-current Benchmark or such day (it being understood and agreed that if the Borrower does tenor for such Benchmark, as applicable, will not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion be used in any determination of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available CurrencyRate.

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, the Borrower may revoke any Notice of Borrowing, or request for a Benchmark Borrowing of, conversion to or continuation of Advances Daily Simple SOFR Loans or Euribor Rate Loans, as applicable, to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (x) the Borrower will be deemed to have converted any such request for a Dollar Advance or an Advance Daily Simple SOFR Borrowing denominated in Canadian Dollars into a Notice of request for a Borrowing of or request for a conversion to Advances denominated in the applicable currency bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin ABR Loans or (y) the Borrower will be deemed to have converted any Advance request for a Euribor Rate Borrowing denominated in an Available the Optional Currency (other than Dollars or Canadian Dollars) shall be ineffective. During any Benchmark Unavailability Period or at any time that a tenor for the then-current Benchmark is not an Available Tenor, the component of ABR based upon the then-current Benchmark or such tenor for such Benchmark, as applicable, will not be used in any determination of ABR. Furthermore, if any Advance Benchmark Loan in any Available Agreed Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such AdvancePeriod, then until such time as a Benchmark Replacement for such Agreed Currency is implemented pursuant to this Section 2.11 (i) if such Advance Daily Simple SOFR Loan is denominated in Dollars or Canadian Dollars, on the date of receipt of such notice with respect to such Loan, such Loan shall be converted by the Administrative Agent to, and shall constitute, an ABR Loan, and (ii) if such Benchmark Loan is denominated in the Optional Currency, then such Loan shall, on the last day of the Interest Accrual Period applicable to such Advance Loan (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, bearing ) bear interest at a rate per annum equal to the Base Central Bank Rate plus the Applicable Margin on such day or Margin; provided that, if the Administrative Agent determines (iiwhich determination shall be conclusive and binding absent manifest error) if such Advance is that the Central Bank Rate for the Optional Currency cannot be determined, any outstanding affected Benchmark Loans denominated in any Available the Optional Currency (other than Dollars or Canadian Dollars), then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), at the Borrower’s election prior to such day, : (A) be prepaid by the Borrower on such day or (B) solely for the purpose of calculating 42 the interest rate applicable to such Benchmark Loan, such Benchmark Loan denominated in the Optional Currency shall be converted by the Administrative Agent to, and (subject deemed to the remainder of this subclause (B)) shall constitute, an Advance be a Daily Simple SOFR Loan denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Currency) bearing and shall accrue interest at a the same interest rate per annum equal applicable to the Base Rate plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance into an Advance Daily Simple SOFR Loans denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available Currencytime.

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, the Borrower may revoke any Notice of Borrowing, or pending request for a Term Benchmark Borrowing or RFR Borrowing of, conversion to or continuation of Advances Term Benchmark Loans or RFR Loans in each affected Currency to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (xi) in the case of a request for a Borrowing, continuation or conversion in Dollars, the Borrower will be deemed to have converted any such request into a request for a Dollar Advance Borrowing of, or conversion to, an Advance in Canadian Dollars into a Notice of Borrowing of or request for a conversion to Advances denominated ABR Loan immediately in the case of an RFR Borrowing or, in the case of a Term Benchmark Borrowing, at the end of the applicable currency bearing interest at Interest Period, (ii) in the case of a rate per annum equal to the Base Rate plus the Applicable Margin request for, or (y) any Advance denominated in an Available Currency (continuation of, a Term Benchmark Borrowing other than Dollars or Canadian Dollars) shall be ineffective, as applicable. Furthermore, if any Advance in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advance, then (i) if such Advance is denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars), then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day)an RFR Borrowing, at the Borrower’s election prior to election, such day, request shall (A) be prepaid by converted to a Borrowing bearing interest at the Borrower on such day or (B) be converted by Central Bank Rate for the applicable Agreed Foreign Currency; provided that, if the Administrative Agent todetermines (which determination shall be conclusive and binding absent manifest error) that the Central Bank Rate for the applicable Agreed Foreign Currency cannot be determined, and (subject to the remainder of this subclause (B)) such Borrowing shall constitute, be converted into an Advance ABR Borrowing denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available affected Currency) bearing interest at a rate per annum equal to immediately in the Base Rate plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion case of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), andRFR Borrowing or, in the case of such subclause a Term Benchmark Borrowing, at the end of the applicable Interest Period, (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance ) be converted into an ABR Borrowing denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency Dollar Equivalent of such Available affected Currency) on immediately in the case of an RFR Borrowing or, in the case of a Term Benchmark Borrowing, at the end of the applicable Interest Period, or (C) be prepaid in full immediately in the case of an RFR Borrowing or, in the case of a Term Benchmark Borrowing, at the end of the applicable Interest Period, and (iii) in the case of a request for, or continuation of, a Term Benchmark Borrowing in Canadian Dollars, at the Borrower’s election, such request shall (A) be converted to a Term Benchmark Borrowing denominated in Canadian Dollars with a Term Benchmark Rate equal to the Canadian Prime Rate at the end of applicable Interest Period, (B) be converted into an ABR Borrowing denominated in Dollars (in an amount equal to the Dollar Equivalent of such affected Currency) at the end of the applicable Interest Period, or (C) be prepaid in full at the end of the applicable Interest Period; provided that if no election is made by the Borrower by the date that is three Business Days after receipt by the Borrower of such notice or, in the case of 767993213 21683072 a Term Benchmark Borrowing, the last day of the current Interest Period for the applicable Term Benchmark Loan, if earlier, the Borrower shall be deemed to have elected clause (ii)(A) or (iii)(A) above, as applicable. During a Benchmark Unavailability Period or at any time that a tenor for the then-current Benchmark is not an Available Tenor, the component of the Alternate Base Rate based upon the then-current Benchmark or such implementationtenor for such Benchmark, giving effect to such Benchmark Replacement as applicable, will not be used in respect any determination of such Available Currencythe Alternate Base Rate.

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, the Borrower may revoke any Notice of Borrowing, or pending request for a Term Benchmark Loan or RFR Loan of, conversion to or continuation of Advances Term Benchmark Loans to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (x) the Borrower will be deemed to have converted any such request for (1) a Term Benchmark Loan denominated in Dollars into a request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing Loan of or request for a conversion to Advances (A) a RFR Loan denominated in Dollars so long as the applicable currency bearing interest at Adjusted RFR for Loans denominated in Dollars is not the subject of a rate per annum equal to the Benchmark Transition Event or (B) a Base Rate plus Loan if the Applicable Margin Adjusted RFR for Dollar borrowings is the subject of a Benchmark Transition Event or (y2) any Advance denominated Term Benchmark Loan or RFR Loan denominated, in each case, in an Available Alternative Currency (other than Dollars or Canadian Dollars) shall be ineffective. During any Benchmark Unavailability Period or at any time that a tenor for the then-current Benchmark is not an Available Tenor, the component of Base Rate based upon the then-current Benchmark or such tenor for such Benchmark, as applicable, will not be used in any determination of Base Rate. Furthermore, if any Advance Term Benchmark Loan or RFR Loan in any Available Agreed Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index a Relevant Rate applicable to such AdvanceTerm Benchmark Loan or RFR Loan, then until such time as a Benchmark Replacement for such Agreed Currency is implemented pursuant to this Section 4.16, (iA) if such Advance is for Loans denominated in Dollars or Canadian Dollars, then (1) any Term Benchmark Loan shall on the last day of the Interest Accrual Period applicable to such Advance Loan (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance (x) a RFR borrowing denominated in Dollars so long as the Adjusted RFR for Loans denominated in Dollars is not the subject of a Benchmark Transition Event or Canadian Dollars, as applicable, bearing interest at (y) a rate per annum equal to the Base Rate plus Loan if the Applicable Margin Adjusted RFR for Loans denominated in Dollars is the subject of a Benchmark Transition Event, on such day or and (ii2) if any RFR Loan shall on and from such Advance is day be converted by the Agent to, and shall constitute a Base Rate Loan and (B) for Loans denominated in an Alternative Currency, (1) any Available Currency (other than Dollars or Canadian Dollars), then such Advance Term Benchmark Loan shall, on the last day of the Interest Accrual Period applicable to such Advance Loan (or the next succeeding Business Day if such day is not a Business Day), at the Borrower’s election prior to such day, (A) be prepaid by the Borrower on such day or (B) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance into a Base Rate Loan denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Alternative Currency) bearing interest at and (2) any RFR Loan shall on the next succeeding Business Day be converted into a rate per annum equal to the Base Rate plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance into an Advance Loan denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency Dollar Equivalent of such Available Alternative Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available Currency).

Benchmark Unavailability Period. Upon the any Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given Benchmark, the such Borrower may revoke any Notice of Borrowing, or request for a Loan bearing interest based on or with reference to such Benchmarkthe Euro- Rate or EURIBOR Rate, as applicable, or conversion to or continuation of Advances Loans bearing interest based on or with reference to the affected Benchmarkthe Euro-Rate or EURIBOR Rate, as applicable, to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (xi) (A) in the case of any request for a Euro-Term SOFR Rate Loan in Dollars, such Borrower will be deemed to have converted any such request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a Loan or conversion to Advances denominated in the applicable currency Loans bearing interest at a rate per annum equal to under the Base Rate plus Option and (B) in the Applicable Margin case of any request for a Euro-Rate Loan or EURIBOR Rate Loan in an Optional Currency, then such request shall be ineffective and (yii) (A) any Advance outstanding affected Euro-Term SOFR Rate Loans denominated in Dollars will be deemed to have been converted into Loans bearing interest under the Base Rate Option at the end of the applicable Interest Period and (B) any outstanding affected Euro-Rate Loans or EURIBOR Rate Loans denominated in an Available Currency (other than Dollars or Canadian Dollars) shall be ineffectiveOptional Currency, as applicable. Furthermore, if any Advance in any Available Currency is outstanding on the date of the at such Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advanceelection, then shall either (i1) if such Advance is denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, into Loans bearing interest at a rate per annum equal to under the Base Rate plus the Applicable Margin on such day or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars), then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), at the Borrower’s election prior to such day, (A) be prepaid by the Borrower on such day or (B) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance Option denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Optional Currency) bearing interest at the end of the applicable Interest Period or (2) be prepaid at the end of the applicable Interest Period in full; provided that if no election is made by such Borrower by the earlier of (x) the date that is three Business Days after receipt by such Borrower of such notice and (y) the last day of the current Interest Period for the applicable Euro-Rate Loan or EURIBOR Rate Loan, such Borrower shall be deemed to have elected clause (1) above. During any Benchmark Unavailability Period or at any time that a rate per annum equal to tenor for the then-current Benchmark is not an Available Tenor, the component of the Base Rate plus based upon the Applicable Margin on then-current Benchmark or such day (it being understood and agreed that if the Borrower does tenor for such Benchmark, as applicable, will not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion be used in any determination of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available CurrencyRate.

Benchmark Unavailability Period. Upon the BorrowerBorrower'sBorrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, the Borrower may revoke any Notice of BorrowingBorrowing to be made or any continuation of an Advance, or request for a conversion to or continuation of Advances to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (x) the Borrower will be deemed to have converted any such request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a conversion to Advances denominated in the applicable currency bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin or (y) any Advance denominated in an Available Currency (other than Dollars or Canadian Dollars) shall be ineffective, as applicable. Furthermore, if any Advance in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advance, then (i) if such Advance is denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars), then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), at the Borrower’s election prior to such day, (A) be prepaid by the Borrower on such day or (B) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Currency) bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin on such day (it being understood and agreed that if the Borrower does not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion of such Advance into to bearinto an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate Rate. plus the Applicable Margin), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available Currency. (h) (f) Certain Defined Terms. As used in this Section 2.18:

Benchmark Unavailability Period. Upon the Borrower’s Borrowers’ receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, the Borrower Borrowers may revoke any Notice of Borrowing, or request for a Loan bearing interest based on the Eurocurrency Rate, conversion to or continuation of Advances Loans bearing interest based on the Eurocurrency Rate to be made, converted or continued during any Benchmark Unavailability Period and, failing that, either (xi) (A) in the Borrower case of any request for a Eurocurrency Rate Borrowing in Dollars, the Borrowers will be deemed to have converted any such request for a Dollar Advance or an Advance in Canadian Dollars into a Notice of Borrowing of or request for a Loan or conversion to Advances denominated in the applicable currency Loans bearing interest at a rate per annum equal to under the Base Rate plus Option and (B) in the Applicable Margin or case of any request for a Eurocurrency Rate Borrowing in an Optional Currency, then such request shall be ineffective and (yii) (A) any Advance outstanding affected Eurocurrency Rate Loans denominated in Dollars will be deemed to have been converted into Loans bearing interest under the Base Rate Option at the end of the applicable Interest Period and (B) any outstanding affected Eurocurrency Rate Loans denominated in an Available Currency Optional Currency, at the Borrowers’ election, shall either (other than Dollars or Canadian Dollars1) shall be ineffective, as applicable. Furthermore, if any Advance in any Available Currency is outstanding on the date of the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to an Applicable Index applicable to such Advance, then (i) if such Advance is denominated in Dollars or Canadian Dollars, then on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), such Advance shall be converted by the Administrative Agent to, and shall constitute, an Advance denominated in Dollars or Canadian Dollars, as applicable, into Loans bearing interest at a rate per annum equal to under the Base Rate plus the Applicable Margin on such day or (ii) if such Advance is denominated in any Available Currency (other than Dollars or Canadian Dollars), then such Advance shall, on the last day of the Interest Accrual Period applicable to such Advance (or the next succeeding Business Day if such day is not a Business Day), at the Borrower’s election prior to such day, (A) be prepaid by the Borrower on such day or (B) be converted by the Administrative Agent to, and (subject to the remainder of this subclause (B)) shall constitute, an Advance Option denominated in Dollars (in an amount equal to the Dollar Equivalent of such Available Optional Currency) bearing interest at the end of the applicable Interest Period or (2) be prepaid at the end of the applicable Interest Period in full; provided that if no election is made by the Borrowers by the earlier of (x) the date that is three Business Days after receipt by the Borrowers of such notice and (y) the last day of the current Interest Period for the applicable Eurocurrency Rate Loan, the Borrowers shall be deemed to have elected clause (1) above. During any Benchmark Unavailability Period or at any time that a rate per annum equal to tenor for the then-current Benchmark is not an Available Tenor, the component of the Base Rate plus based upon the Applicable Margin on then-current Benchmark or such day (it being understood and agreed that if the Borrower does tenor for such Benchmark, as applicable, will not so prepay such Advance on such day by 12:00 noon, New York City time, the Administrative Agent is authorized to effect such conversion be used in any determination of such Advance into an Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin), and, in the case of such subclause (B), upon any subsequent implementation of a Benchmark Replacement in respect of such Available Currency pursuant to this Section 2.18, such Advance denominated in Dollars bearing interest at a rate per annum equal to the Base Rate plus the Applicable Margin shall then be converted by the Administrative Agent to, and shall constitute, an Advance denominated in such original Available Currency (in an amount equal to the equivalent in such currency of such Available Currency) on the day of such implementation, giving effect to such Benchmark Replacement in respect of such Available CurrencyRate.