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, (i) the Borrower may revoke any pending request for a borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, or request for a borrowing of, conversion to or continuation of Term Rate Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency and, failing that, (A) in the case of any request for any affected borrowing for SOFR Loans, if applicable, the Borrower will be deemed to have converted any such request into a request for a borrowing or conversion to Base Rate Loans in the amount specified therein and (B) in the case of any request for any affected borrowing, in each case, in an Agreed Currency, if applicable, then such request shall be ineffective and (ii)(A) any outstanding affected SOFR Loans, if applicable, will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Period and (B) any outstanding affected ▇▇▇▇▇ Advances or Term Rate Loans, in each case, denominated in an Agreed Currency, at the Borrower’s election, shall either (I) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Currency) immediately 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 ▇▇▇▇▇ ▇▇▇▇ Advance, if no election is made by the Borrower by the date that is three Business Days after receipt by the Borrower of such notice, the Borrower shall be deemed to have elected clause (I) above; provided, further that, with respect to any Term Rate 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 Term Rate Loan, 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 amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.05. 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 Available Tenor, the component of Base Rate 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 Base Rate.

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, (iA) the Borrower Borrowers may revoke any pending request for a borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, RFR Loans or request for a borrowing of, conversion to or continuation of Term 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, (AI) in the case of any request for any affected borrowing for SOFR Rate Loans, if applicable, the Borrower Borrowers will be deemed to have converted any such request into a request for a borrowing of or conversion to Base Rate Loans in the amount specified therein and (BII) in the case of any request for any affected borrowingRFR Loan or Eurocurrency Rate Loan, in each case, in an Agreed Alternative Currency, if applicable, then such request shall be ineffective and (ii)(AB)(I) any outstanding affected SOFR Rate Loans, if applicable, will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Period and (BII) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term Eurocurrency Rate Loans, in each case, denominated in an Agreed Alternative Currency, at the Borrower’s Borrowers’ election, shall either (I1) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternative Currency) immediately or, in the case of Term Eurocurrency Rate Loans, at the end of the applicable Interest Period or (II2) be prepaid in full immediately or, in the case of Term Eurocurrency Rate Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily Simple RFR Loan, if no election is made by the Borrower Borrowers by the date that is three (3) Business Days after receipt by the Borrower Borrowers of such notice, the Borrower Borrowers shall be deemed to have elected clause (I1) above; provided, further that, with respect to any Term Eurocurrency Rate Loan, if no election is made by the Borrower Borrowers by the earlier of (x) the date that is three (3) Business Days after receipt by the Borrower Borrowers of such notice and (y) the last day of the current Interest Period for the applicable Term Eurocurrency Rate Loan, the Borrower Borrowers shall be deemed to have elected clause (I1) above. Upon any such prepayment or conversion, the Borrower Borrowers shall also pay accrued interest (except with respect to any prepayment or conversion of a Daily Simple RFR Loan) on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.05clause (iv) below. 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 Base Rate 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 Base Rate.

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 pending request for a borrowing Borrowing based on Term SOFR, the Eurocurrency Rate or Daily Simple ▇▇▇▇▇ of, conversion to or continuation of a Borrowing based on Term SOFR, the Eurocurrency Rate or Daily Simple ▇▇▇▇▇ ▇▇▇▇ Advances, or request for a borrowing of, conversion to or continuation of Term Rate Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency and, failing that, (Ai)(A) in the case of any request for any an affected borrowing for Term SOFR LoansBorrowing, if applicable, the Borrower Borrowers will be deemed to have converted any such request into a request for a borrowing Borrowing of or conversion to Base Rate ABR Loans in the amount specified therein and (B) in the case of any request for any affected borrowing, in each case, in an Agreed Currency▇▇▇▇▇ Borrowing or Eurocurrency Rate Borrowing, if applicable, then such request shall be ineffective and (ii)(A) any outstanding affected Term SOFR Loans, if applicable, will be deemed to have been converted into Base Rate ABR Loans at the end of the applicable Interest Period and (B) any outstanding affected ▇▇▇▇▇ Advances Loans or Term Eurocurrency Rate Loans, in each case, denominated in an Agreed Currency, at the Borrower’s election, shall either (I1) be converted into Base Rate ABR Loans denominated in Dollars (in an amount equal to the Dollar Equivalent Amount of such Agreed Alternative Currency) immediately or, in the case of Term Eurocurrency Rate Loans, at the end of the applicable Interest Period or (II2) be prepaid in full immediately or, in the case of Term Eurocurrency Rate Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ AdvanceLoan, if no election is made by the relevant Borrower by the date that is three Business Days after receipt by the relevant Borrower of such notice, the relevant Borrower shall be deemed to have elected clause (I1) above; provided, further that, with respect to any Term Eurocurrency Rate Loan, if no election is made by the relevant Borrower by the earlier of (x) the date that is three Business Days after receipt by the relevant Borrower of such notice and (y) the last day of the current Interest Period for the applicable Term Eurocurrency Rate Loan, the relevant Borrower shall be deemed to have elected clause (I1) above. Upon any 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 10.05. 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 Available Tenor, the component of Base Rate ABR 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 Base RateABR.

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 Administrative Borrower may revoke any pending request for a borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ AdvancesRFR Loans, Eurocurrency Loans or request for a borrowing of, conversion to or continuation of Term Rate EURIBOR Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Approved Currency and, failing that, (AA)(I) in the case of any request for any affected borrowing for SOFR RFR Loans and Eurocurrency Loans, in each case, denominated in Dollars, if applicable, the Administrative Borrower will be deemed to have converted any such request into a request for a borrowing of or conversion to Base Rate Loans in the amount specified therein and (BII) in the case of any request for any affected borrowing, RFR Loan or EURIBOR Loan in each case, in an Agreed Alternate Currency, if applicable, then such request shall be ineffective and (ii)(AB)(I) any outstanding affected SOFR RFR Loans or Eurocurrency Loans, in each case, denominated in Dollars, if applicable, will be deemed to have been converted into Base Rate Loans immediately or, in the case of Term RFR Loans or Eurocurrency Loans, at the end of the applicable Interest Period and (BII) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term Rate EURIBOR Loans, in each case, denominated in an Agreed Alternate Currency, at the Administrative Borrower’s election, shall either (Ii) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternate Currency) immediately or, in the case of Term Rate RFR Loans or EURIBOR Loans, at the end of the applicable Interest Period or (IIii) be prepaid in full immediately or, in the case of Term Rate RFR Loans or EURIBOR Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily Simple RFR Loan denominated in an Alternate Currency, if no election is made by the Administrative Borrower by the date that is three (3) Business Days after receipt by the Administrative Borrower of such notice, the Administrative Borrower shall be deemed to have elected clause (Ii) above; provided, further that, with respect to any Eurocurrency Loan, EURIBOR Loan or Term Rate RFR Loan, if no election is made by the Administrative Borrower by the earlier of (x) the date that is three (3) Business Days after receipt by the Administrative Borrower of such notice and (y) the last day of the current Interest Period for the applicable Eurocurrency Loan, EURIBOR Loan or Term Rate RFR Loan, the Administrative Borrower shall be deemed to have elected clause (Ii) above. Upon any such prepayment or conversion, the Administrative Borrower shall also pay accrued interest on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.052.13. 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 Base Rate 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 Base Rate.

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 pending request for a borrowing Borrowing of, conversion notice to or continuation rollover notice of ▇▇▇▇▇ ▇▇▇▇ Advances, RFR Loans or request for a borrowing of, conversion to or continuation of Term Eurocurrency Rate Loans, as applicable in each case, case to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency currency and, failing that, (Ax) in the case of any request for Borrowing of any affected borrowing for Daily Simple RFR Loans in Dollars or any affected Term SOFR Loans, if applicable, the Borrower Borrowers will be deemed to have converted any such request or notice into a request for a borrowing Borrowing of or conversion notice to Base Reference Rate Loans in the amount specified therein therein, and (By) in the case of any request Request for Borrowing of any affected borrowing, in each case, Daily Simple RFR Loans in an Agreed CurrencyAlternative Currency or Eurocurrency Rate Loans, if applicable, then such request shall be ineffective ineffective, and (ii)(Aii)(x) any outstanding affected Daily Simple RFR Loans in Dollars, if applicable, will be deemed to have been converted into Reference Rate Loans immediately (y) any outstanding affected Term SOFR Loans, if applicable, will be deemed to have been converted into Base Reference Rate Loans at the end of the applicable Interest Period Period, and (Bz) any outstanding affected ▇▇▇▇▇ Advances Daily Simple RFR Loans in an Alternative Currency or Term Eurocurrency Rate Loans, in each case, denominated in an Agreed Currency, at the Borrower’s Borrowers’ election, shall either (I1) be converted into Base Reference Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed the applicable Alternative Currency) immediately or, in the case of Term Rate Loans, Daily Simple RFR Loans in an Alternative Currency or at the end of the applicable Interest Period in the case of Eurocurrency Rate Loans, or (II2) be prepaid in full immediately or, in the case of Term Rate LoansDaily Simple RFR Loans in an Alternative Currency, or at the end of the applicable Interest PeriodPeriod in the case of Eurocurrency Rate Loans; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily Simple RFR Loan in an Alternative Currency, if no election is made by the Borrower Borrowers by the date that is three (3) Business Days after receipt by the Borrower Borrowers of such notice, the Borrower Borrowers shall be deemed to have elected clause (I1) above; provided, provided further that, with respect to any Term Eurocurrency Rate Loan, if no election is made by the Borrower Borrowers by the earlier of (xA) the date that is three (3) Business Days after receipt by the Borrower Borrowers of such notice and (yB) the last day of the current Interest Period for the applicable Term Eurocurrency Rate Loan, the Borrower Borrowers shall be deemed to have elected clause (I1) above. Upon any such prepayment or conversion, the Borrower Borrowers shall also pay accrued interest on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.05. 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 Available Tenor, the component of Base Rate 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 Base Rate4.5.

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a any given Benchmark, (i) the Borrower may revoke any pending request for a borrowing Revolving Borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, SOFR Loans or request for a borrowing of, conversion to Revolving Borrowing or continuation of Term Rate Eurocurrency Loans, in each case, to be made, converted or continued continued, as applicable, during any Benchmark Unavailability Period denominated in the applicable Currency and, failing that, (A) in the case of any request for any affected borrowing for SOFR LoansBorrowing, if applicable, the Borrower will be deemed to have converted any such request into a request for a borrowing Revolving Borrowing of or conversion to Base Rate Loans in the amount specified therein and (B) in the case of any request for any affected borrowingEurocurrency Loans, in each case, in an Agreed Currency, if applicable, then such request shall be ineffective and (ii)(A) any outstanding affected SOFR Loans, if applicable, will be deemed to have been converted into to Base Rate Loans at the end of the applicable Interest Period and (B) any outstanding affected ▇▇▇▇▇ Advances or Term Rate Eurocurrency Loans, in each case, denominated in an Agreed Currency, at the Borrower’s election, shall either (I) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed the applicable Foreign Currency) immediately or, in the case of Term Rate Loans, or at the end of the applicable Interest Period or (II) be prepaid in full immediately or, in the case of Term Rate Loans, or at the end of the applicable Interest Periodperiod; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ Advance, if no election is made by the Borrower by the date that is three Business Days after receipt by the Borrower of such notice, the Borrower shall be deemed to have elected clause (I) above; provided, further that, with respect to any Term Rate 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 Term Rate Eurocurrency Loan, 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 amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.053.04. During a any Benchmark Unavailability Period with respect to any Benchmark or at any time that a any tenor for any the 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 Benchmark Unavailability Period or such tenor for such Benchmark, as applicable, will not be used in any determination of 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, (iA) the Borrower may revoke any pending request for a borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, RFR Loans or request for a borrowing of, conversion to or continuation of Term 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, (AI) in the case of any request for any affected borrowing for SOFR LoansRFR Loans denominated in Dollars, if applicable, the Borrower will be deemed to have converted any such request into a request for a borrowing of or conversion to Base Rate Loans in the amount specified therein and (BII) in the case of any request for any affected borrowingRFR Loan or Eurocurrency Rate Loan, in each case, in an Agreed a Foreign Currency, if applicable, then such request shall be ineffective and (ii)(AB)(I) any outstanding affected SOFR LoansRFR Loans denominated in Dollars, if applicable, will be deemed to have been converted into Base Rate Loans immediately or, in the case of Term RFR Loans, at the end of the applicable Interest Period and (BII) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term Eurocurrency Rate Loans, in each case, denominated in an Agreed a Foreign Currency, at the Borrower’s election, shall either (I1) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Foreign Currency) immediately or, in the case of Term RFR Loans or Eurocurrency Rate Loans, at the end of the applicable Interest Period or (II2) 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 ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily 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 notice, the Borrower shall be deemed to have elected clause (I1) above; provided, further that, with respect to any Eurocurrency Rate Loan or Term Rate 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 Rate RFR Loan, the Borrower shall be deemed to have elected clause (I1) above. Upon any such prepayment or conversion, the Borrower shall also pay accrued interest (except with respect to any prepayment or conversion of a Daily Simple RFR Loan) on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.055.4. 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, the component of the Base Rate 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 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 Borrowers may revoke any pending request for a borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, or request for a borrowing Term SOFR Borrowing of, conversion to or continuation of Term SOFR Loans, or a Eurocurrency Rate Borrowing of, conversion to or continuation of Eurocurrency Rate Loans, or a Term ▇▇▇▇▇ Borrowing of, conversion to or continuation of Term ▇▇▇▇▇ Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency currency and, failing that, (A) in the case of any request for any affected borrowing for Term SOFR LoansBorrowing, if applicable, the Borrower Borrowers will be deemed to have converted any such request into a request for a borrowing an ABR Borrowing or conversion to Base Rate ABR Loans in the amount specified therein and therein, (B) in the case of any request for any affected borrowingEurocurrency Rate Borrowing, if applicable, then such request shall be ineffective and (C) in each case, in an Agreed Currencythe case of any request for any affected Term ▇▇▇▇▇ Borrowing, if applicable, then such request shall be ineffective and (ii)(A) any outstanding affected Term SOFR Loans, if applicable, will be deemed to have been converted into Base Rate ABR Loans at the end of the applicable Interest Period and Period, (B) any outstanding affected ▇▇▇▇▇ Advances or Eurocurrency Term Rate Loans, in each case, denominated in an Agreed Currency, at the Borrower’s Borrowers’ election, shall either (I) be converted into Base Rate ABR Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternative Currency) immediately 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 (C) any outstanding affected Eurocurrency Daily Rate Loans, at the Borrowers’ election, shall either (I) be converted into ABR Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Alternative Currency) immediately or (II) be prepaid in full, or (D) any outstanding affected Term ▇▇▇▇▇ ▇▇▇▇ AdvanceLoans, if no election is made by at the Borrower by the date that is three Business Days after receipt by the Borrower of such noticeBorrowers’ election, the Borrower shall be deemed to have elected clause either (I) abovebe converted into ABR Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of Canadian Dollars) at the end of the applicable Interest Period or (II) be prepaid in full at the end of the applicable Interest Period; provided, further that, with respect to any Eurocurrency Rate Loan or Term Rate ▇▇▇▇▇ Loan, if no election is made by the Borrower Borrowers by the earlier of (x) the date that is three Business Days after receipt by the Borrower Company of such notice and (y) the last day of the current Interest Period for the applicable Term Eurocurrency Rate Loan, the Borrower Borrowers shall be deemed to have elected clause (IB)(I), (C)(I) or (D)(I) above, as applicable. Upon any such prepayment or conversion, the Borrower Borrowers shall also pay accrued interest on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.052.14. 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 Benchmark Unavailability Period or such tenor for such Benchmark, as applicable, will not be used in any determination of the 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, (iA) the Borrower may revoke any pending request for a borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, RFR Loans or request for a borrowing of, conversion to or continuation of Term Eurocurrency Rate Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency currency and, failing that, (AI) in the case of any request for any affected borrowing for SOFR Rate Loans, if applicable, the Borrower will be deemed to have converted any such request into a request for a borrowing of or conversion to Alternate Base Rate Loans in the amount specified therein and (BII) in the case of any request for any affected borrowingRFR Loan or Eurocurrency Rate Loan, in each case, in an Agreed a Foreign Currency, if applicable, then such request shall be ineffective and (ii)(AB)(I) any outstanding affected SOFR Rate Loans, if applicable, will be deemed to have been converted into Alternate Base Rate Loans at the end of the applicable Interest Period and (BII) any outstanding affected ▇▇▇▇▇ Advances Daily Simple Foreign RFR Loan or Term Eurocurrency Rate Loans, in each case, denominated in an Agreed Currency, at the Borrower’s election, shall either (I1) be converted into Alternate Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Foreign Currency) immediately or, in the case of Term Eurocurrency Rate Loans, at the end of the applicable Interest Period or (II2) be prepaid in full immediately or, in the case of Term Eurocurrency Rate Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily Simple Foreign RFR Loan, if no election is made by the Borrower by the date that is three (3) Business Days after receipt by the Borrower of such notice, the Borrower shall be deemed to have elected clause (I1) above; provided, further thatabove and, with respect to any Term Eurocurrency Rate 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 Term Eurocurrency Rate Loan, the Borrower shall be deemed to have elected clause (I1) above. Upon any such prepayment or conversion, the Borrower shall also pay accrued interest (except with respect to any prepayment or conversion of a Daily Simple Foreign RFR Loan) on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.053.04. 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 Benchmark Unavailability Period or such tenor for such Benchmark, as applicable, will not be used in any determination of 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 Benchmarkthe rate applicable to such Loan, (i) the Borrower may revoke any pending request for a borrowing of, conversion to Term Benchmark or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, or request for a borrowing RFR Borrowing of, conversion to or continuation of Term Rate Benchmark Loans or RFR Loans, as applicable, or a Term Benchmark or RFR Borrowing of, conversion to or continuation of Term Benchmark Loans or RFR Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated Dollars or in the applicable Alternative Currency and, failing that, (A) in the case of any request for any affected borrowing for Term SOFR LoansBorrowing, if applicable, the Borrower will be deemed to have converted any such request into a request for a borrowing Base Rate Borrowing or conversion to Base Rate Loans in the amount specified therein and (B) in the case of any request for any affected borrowingTerm Benchmark Borrowing or RFR Borrowing, in each case, in an Agreed Alternative Currency, if applicable, then such request shall be ineffective and (ii)(A) any outstanding affected SOFR Loans, if applicable, will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Period and (B) any outstanding affected ▇▇▇▇▇ Advances Term Benchmark Loans or Term Rate RFR Loans, in each case, denominated in an Agreed Alternative Currency, at the Borrower’s election, shall either (I) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternative Currency) immediately or, in the case of Term Rate Benchmark Loans, at the end of the applicable Interest Period or (II) be prepaid in full immediately or, in the case of Term Rate Benchmark Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ Advance, if no election is made by the Borrower by the date that is three Business Days after receipt by the Borrower of such notice, the Borrower shall be deemed to have elected clause (I) above; provided, further that, with respect to any Term Rate Benchmark Loan, if no election is made by the Borrower by the earlier of (x) the date that is three (3) Business Days after receipt by the Borrower of such notice and (y) the last day of the current Interest Period for the applicable Term Rate Benchmark Loan, the Borrower shall be deemed to have elected clause (I) above provided, further that, with respect to any RFR Loan, if no election is made by the Borrower by the date that is three (3) Business Days after receipt by the Borrower of such notice, 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 amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.053.04. 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 Base Rate 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 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, (i) the Borrower Borrowers may revoke any pending request for a borrowing Daily Simple RFR Borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ AdvancesDaily Simple RFR Loans, or request for a borrowing Eurocurrency Rate Borrowing of, conversion to or continuation of Term Eurocurrency Rate Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Agreed Currency and, failing that, (A) in the case of any request for any affected borrowing for Term SOFR LoansBorrowing, if applicable, the Borrower Borrowers will be deemed to have converted any such request into a request for a borrowing an Alternate Base Rate Borrowing or conversion to Alternate Base Rate Loans in the amount specified therein and (B) in the case of any request for any affected borrowingDaily Simple RFR Borrowing or Eurocurrency Rate Borrowing, in each case, in an Agreed Alternative Currency, if applicable, then such request shall be ineffective and (ii)(A) any outstanding affected Term SOFR Loans, if applicable, will be deemed to have been converted into Alternate Base Rate Loans at the end of the applicable Interest Period and (B) any outstanding affected ▇▇▇▇▇ Advances Daily Simple RFR Loans or Term Eurocurrency Rate Loans, in each case, denominated in an Agreed Alternative Currency, at the Borrower’s Borrowers’ election, shall either (I) be converted into Alternate Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternative Currency) immediately or, in the case of Term Eurocurrency Rate Loans, at the end of the applicable Interest Period or (II) be prepaid in full immediately or, in the case of Term Eurocurrency Rate Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily Simple RFR Loan, if no election is made by the Borrower Borrowers by the date that is three Business Days after receipt by the Borrower Borrowers of such notice, the Borrower Borrowers shall be deemed to have elected clause (I) above; provided, provided further that, that with respect to any Term Eurocurrency Rate Loan, if no election is made by the Borrower Borrowers by the earlier of (x) the date that is three Business Days after receipt by the Borrower Borrowers of such notice and (y) the last day of the current Interest Period for the applicable Term Eurocurrency Rate Loan, the Borrower Borrowers shall be deemed to have elected clause (I) above. Upon any such prepayment or conversion, the Borrower Borrowers shall also pay accrued interest on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.054.5. 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 Alternate Base Rate 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 Alternate Base Rate.

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 Administrative Borrower may revoke any pending request for a borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, RFR Loans or request for a borrowing of, conversion to or continuation of Term Eurodollar Fixed Rate Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency and, failing that, (AA)(I) in the case of any request for any affected borrowing for SOFR RFR Loans or a Eurodollar Fixed Rate Loans, in each case, denominated in Dollars, if applicable, the Borrower will be deemed to have converted any such request into a request for a borrowing of or conversion to Base Rate Loans in the amount specified therein and (BII) in the case of any request for any affected borrowingRFR Loan or Eurodollar Fixed Rate Loan, in each case, in an Agreed Alternate Currency, if applicable, then such request shall be ineffective and (ii)(AB)(I) any outstanding affected SOFR RFR Loans or Eurodollar Fixed Rate Loans, in each case, denominated in Dollars, if applicable, will be deemed to have been converted into Base Rate Loans immediately or, in the case of Term RFR Loans or Eurodollar Fixed Rate Loans, at the end of the applicable Interest Period and (BII) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term Eurodollar Fixed Rate Loans, in each case, denominated in an Agreed Alternate Currency, at the Borrower’s election, shall either (I1) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternate Currency) immediately or, in the case of Term RFR Loans or Eurodollar Fixed Rate Loans, at the end of the applicable Interest Period or (II2) be prepaid in full immediately or, in the case of Term RFR Loans or Eurodollar Fixed Rate Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily Simple RFR Loan, if no election is made by the Borrower Borrowers by the date that is three (3) Business Days after receipt by the Administrative Borrower of such notice, the Borrower Borrowers shall be deemed to have elected clause (I1) above; provided, further that, with respect to any Eurodollar Fixed Rate Loan or Term Rate RFR Loan, if no election is made by the Borrower by the earlier of (x) the date that is three (3) Business Days after receipt by the Borrower of such notice and (y) the last day of the current Interest Period for the applicable Eurodollar Fixed Rate Loan or Term Rate RFR Loan, the Borrower Borrowers shall be deemed to have elected clause (I1) above. Upon any such prepayment or conversion, the Borrower Borrowers shall also pay accrued interest on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.0511.6. 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 Base Rate 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 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, (iA) the Borrower Borrowers may revoke any pending request for a borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, RFR Loans or request for a borrowing of, conversion to or continuation of Term Eurocurrency Rate Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Agreed Currency and, failing that, (AI) in the case of any request for any affected borrowing for SOFR RFR Loans or a Eurocurrency Rate Loans, in each case, denominated in Dollars, if applicable, the applicable Borrower will be deemed to have converted any such request into a request for a borrowing of or conversion to Base Floating Rate Loans in the amount specified therein and (BII) in the case of any request for any affected borrowingRFR Loan or Eurocurrency Rate Loan, in each case, in an Agreed Alternative Currency, if applicable, then such request shall be ineffective and (ii)(AB) (I) any outstanding affected SOFR RFR Loans or Eurocurrency Rate Loans, in each case, denominated in Dollars, if applicable, will be deemed to have been converted into Base Floating Rate Loans immediately or, in the case of Term RFR Loans or Eurocurrency Rate Loans, at the end of the applicable Interest Period and (BII) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term Eurocurrency Rate Loans, in each case, denominated in an Agreed Alternative Currency, at the applicable Borrower’s election, shall either (I1) be converted into Base Floating Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent Amount of such Agreed Alternative Currency) immediately or, in the case of Term RFR Loans or Eurocurrency Rate Loans, at the end of the applicable Interest Period or (II2) 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 ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily Simple RFR Loan, if no election is made by the applicable Borrower by the date that is three (3) Business Days after receipt by the Borrower Company of such notice, the Borrower Borrowers shall be deemed to have elected clause (I1) above; provided, further that, with respect to any Eurocurrency Rate Loan or Term Rate RFR Loan, if no election is made by the applicable Borrower by the earlier of (x) the date that is three (3) Business Days after receipt by the Borrower Company of such notice and (y) the last day of the current Interest Period for the applicable Eurocurrency Rate Loan or Term Rate RFR Loan, the Borrower Borrowers shall be deemed to have elected clause (I1) above. Upon any such prepayment or conversion, the Borrower Borrowers shall also pay accrued interest (except with respect to any prepayment or conversion of a Daily Simple RFR Loan) on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.054.3. 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 Benchmark Unavailability Period or such tenor for such Benchmark, as applicable, will not be used in any determination of 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, (iA) the Borrower may revoke any pending request for a borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, RFR Loans or request for a borrowing of, conversion to or continuation of Term Eurocurrency Rate Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency currency and, failing that, (AI) in the case of any request for any affected borrowing for Term SOFR Loans, if applicable, the Borrower will be deemed to have converted any such request into a request for a borrowing of or conversion to Base Rate Loans in the amount specified therein and (BII) in the case of any request for any affected borrowingRFR Loan or Eurocurrency Rate Loan, in each case, in an Agreed Alternative Currency, if applicable, then such request shall be ineffective and (ii)(AB)(I) any outstanding affected Term SOFR Loans, if applicable, will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Period and (BII) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term Eurocurrency Rate Loans, in each case, denominated in an Agreed Alternative Currency, at the Borrower’s election, shall either (I1) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternative Currency) immediately or, in the case of Term Eurocurrency Rate Loans, at the end of the applicable Interest Period or (II2) be prepaid in full immediately or, in the case of Term Eurocurrency Rate Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily Simple RFR Loan, if no election is made by the Borrower by the date that is three (3) Business Days after receipt by the Borrower of such notice, the Borrower shall be deemed to have elected clause (I1) above; provided, further that, with respect to any Term Eurocurrency Rate Loan, if no election is made by the Borrower by the earlier of (x) the date that is three (3) Business Days after receipt by the Borrower of such notice and (y) the last day of the current Interest Period for the applicable Term Eurocurrency Rate Loan, the Borrower shall be deemed to have elected clause (I1) above. Upon any such prepayment or conversion, the Borrower shall also pay accrued interest (except with respect to any prepayment or conversion of a Daily Simple RFR Loan) on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.05‎2.19(e). 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 Base Rate 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 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 Borrowers may revoke any pending request for a borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, or request for a borrowing Borrowing of, conversion to or continuation of Term Rate LoansSOFR 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, (A) in the case of any request for any affected borrowing for Term SOFR LoansBorrowing, if applicable, the applicable Borrower will be deemed to have converted any such request into a request for a borrowing Borrowing or conversion to Base Rate Loans Advances in the amount specified therein and (B) in the case of any request for any affected borrowing, in each case, in an Agreed CurrencyEURIBOR Borrowing, if applicable, then such request shall be ineffective and (ii)(A) any outstanding affected Term SOFR LoansAdvances, if applicable, will be deemed to have been converted into Base Rate Loans Advances at the end of the applicable Interest Period and (B) any outstanding affected ▇▇▇▇▇ Advances or Term Rate Loans, in each case, denominated in an Agreed CurrencyEURIBOR Advances, at the applicable Borrower’s election, shall either (I) be converted into Base Rate Loans Advances denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternate Currency) immediately or, in the case of Term Rate Loans▇▇▇▇▇▇▇ Advances, at the end of the applicable Interest Period or (II) be prepaid in full immediately or, in the case of Term Rate LoansAMENDED AND RESTATED FIVE YEAR CREDIT AGREEMENT ▇▇▇▇▇▇▇ Advances, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ EURIBOR Advance, if no election is made by the Borrower by the date that is three Business Days after receipt by the Borrower of such notice, the Borrower shall be deemed to have elected clause (I) above; provided, further that, with respect to any Term Rate 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 Borrower Company of such notice and (y) the last day of the current Interest Period for the applicable Term Rate LoanEURIBOR Advance, the 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 10.058.04(b). 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 Base Rate 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 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 Benchmarkthe rate applicable to such SOFR Loan, (i) the Borrower may revoke any pending request for a borrowing SOFRTerm Benchmark or RFR Borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ AdvancesSOFR LoansTerm Benchmark Loans or RFR Loans, as applicable, or request for a borrowing Term Benchmark or RFR Borrowing of, conversion to or continuation of Term Rate Benchmark Loans or RFR Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated Dollars or in the applicable Alternative Currency and, failing that, (A) in the case of any request for any affected borrowing for Term SOFR LoansBorrowing, if applicable, the Borrower will be deemed to have converted any such request into a request for a borrowing Base Rate Borrowing of or conversion to Base Rate Loans in the amount specified therein and (B) in the case of any request for any affected borrowingTerm Benchmark Borrowing or RFR Borrowing, in each case, in an Agreed Alternative Currency, if applicable, then such request shall be ineffective and (ii)(A) any outstanding affected SOFR Loans, if applicable, will be deemed to have been converted into tointo Base Rate Loans at the end of the applicable Interest Period and (B) any outstanding affected ▇▇▇▇▇ Advances Term Benchmark Loans or Term Rate RFR Loans, in each case, denominated in an Agreed Alternative Currency, at the Borrower’s election, shall either (I) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternative Currency) immediately or, in the case of Term Rate Benchmark Loans, at the end of the applicable Interest Period or (II) be prepaid in full immediately or, in the case of Term Rate Benchmark Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ Advance, if no election is made by the Borrower by the date that is three Business Days after receipt by the Borrower of such notice, the Borrower shall be deemed to have elected clause (I) above; provided, further that, with respect to any Term Rate Benchmark Loan, if no election is made by the Borrower by the earlier of (x) the date that is three (3) Business Days after receipt by the Borrower of such notice and (y) the last day of the current Interest Period for the applicable Term Rate Benchmark Loan, the Borrower shall be deemed to have elected clause (I) above provided, further that, with respect to any RFR Loan, if no election is made by the Borrower by the date that is three (3) Business Days after receipt by the Borrower of such notice, 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 amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.053.04. During a Benchmark Unavailability Period with respect to any Benchmark or at any time that a tenor for any theany then-current Benchmark related to the Term B Facility is not an Available Tenor, the component of Base Rate 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 Base Rate.

Benchmark Unavailability Period. Upon the Parent Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given Benchmark, (i) the applicable Borrower may revoke any pending request for a borrowing an RFR Borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ AdvancesRFR Loans, or request for a borrowing Eurocurrency Rate Borrowing of, conversion to or continuation of Term 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, (A) in the case of any request for any affected borrowing for Term SOFR LoansBorrowing, if applicable, the applicable Borrower will be deemed to have converted any such request into a request for a borrowing Base Rate Borrowing or conversion to Base Rate Loans in the amount specified therein and (B) in the case of any request for any affected borrowingRFR Borrowing or Eurocurrency Rate Borrowing, in each case, in an Agreed Alternative Currency, if applicable, then such request shall be ineffective and (ii)(A) any outstanding affected Term SOFR Loans, if applicable, will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Period and (B) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term Eurocurrency Rate Loans, in each case, denominated in an Agreed Alternative Currency, at the Borrower’s election, shall either (I) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternative Currency) immediately or, in the case of Term Eurocurrency Rate Loans, at the end of the applicable Interest Period or (II) be prepaid in full immediately or, in the case of Term Eurocurrency Rate Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily Simple RFR Loan, if no election is made by the applicable Borrower by the date that is three Business Days after receipt by the Parent Borrower of such notice, the applicable Borrower shall be deemed to have elected clause (I) above; provided, further that, with respect to any Term Eurocurrency Rate 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 Parent Borrower of such notice and (y) the last day of the current Interest Period for the applicable Term Eurocurrency Rate Loan, the applicable 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 10.0510.4. 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, the component of Base Rate 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 Base Rate.the

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 pending request for a borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, or request for a borrowing Borrowing of, conversion to or continuation of Term Rate LoansSOFR 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, (A) in the case of any request for any affected borrowing for Term SOFR LoansBorrowing, if applicable, the applicable Borrower will be deemed to have converted any such request into a request for a borrowing Borrowing or conversion to Base Rate Loans Advances in the amount specified therein and (B) in the case of any request for any affected borrowing, in each case, in an Agreed CurrencyEURIBOR Borrowing, if applicable, then such request shall be ineffective and (ii)(A) any outstanding affected Term SOFR LoansAdvances, if applicable, will be deemed to have been converted into Base Rate Loans Advances at the end of the applicable Interest Period and (B) any outstanding affected ▇▇▇▇▇ Advances or Term Rate Loans, in each case, denominated in an Agreed CurrencyEURIBOR Advances, at the applicable Borrower’s election, shall either (I) be converted into Base Rate Loans Advances denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternate Currency) immediately or, in the case of Term Rate LoansEURIBOR Advances, at the end of the applicable Interest Period or (II) be prepaid in full immediately or, in the case of Term Rate Loans▇▇▇▇▇▇▇ Advances, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ EURIBOR Advance, if no election is made by the Borrower by the date that is three Business Days after receipt by the Borrower of such notice, the Borrower shall be deemed to have elected clause (I) above; provided, further that, with respect to any Term Rate 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 Borrower Company of such notice and (y) the last day of the current Interest Period for the applicable Term Rate LoanEURIBOR Advance, the 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 10.058.04(b). 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 Base Rate 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 Base Rate.. 364-DAY CREDIT AGREEMENT

Benchmark Unavailability Period. Upon the Parent Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given Benchmarkthe rate applicable to such Loan, (i) the Borrower Borrowers may revoke any pending request for a borrowing of, conversion to Term Benchmark or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, or request for a borrowing RFR Borrowing of, conversion to or continuation of Term Rate Benchmark Loans or RFR Loans, as applicable, or a Term Benchmark or RFR Borrowing of, conversion to or continuation of Term Benchmark Loans or RFR Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated Dollars in the applicable Alternative Currency and, failing that, (A) in the case of any request for any affected borrowing for Term SOFR LoansBorrowing, if applicable, the Borrower Borrowers will be deemed to have converted any such request into a request for a borrowing Base Rate Borrowing or conversion to Base Rate Loans in the amount specified therein and (B) in the case of any request for any affected borrowingTerm Benchmark Borrowing or RFR Borrowing, in each case, in an Agreed Alternative Currency, if applicable, then such request shall be ineffective and (ii)(A) any outstanding affected SOFR Loans, if applicable, will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Period and (B) any outstanding affected ▇▇▇▇▇ Advances Term Benchmark Loans or Term Rate RFR Loans, in each case, denominated in an Agreed Alternative Currency, at the Borrower’s Borrowers’ election, shall either (I) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternative Currency) immediately or, in the case of Term Rate Benchmark Loans, at the end of the applicable Interest Period or (II) be prepaid in full immediately or, in the case of Term Rate Benchmark Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ Advance, if no election is made by the Borrower by the date that is three Business Days after receipt by the Borrower of such notice, the Borrower shall be deemed to have elected clause (I) above; provided, further that, with respect to any Term Rate Benchmark Loan, if no election is made by the Borrower Borrowers by the earlier of (x) the date that is three (3) Business Days after receipt by the Parent Borrower of such notice and (yhh) the last day of the current Interest Period for the applicable Term Rate Benchmark Loan, the Borrowers shall be deemed to have elected clause (I) above provided, further that, with respect to any RFR Loan, if no election is made by the Borrowers by the date that is three (3) Business Days after receipt by the Parent Borrower of such notice, the Borrowers shall be deemed to have elected clause (I) above. Upon any such prepayment or conversion, the Borrower Borrowers shall also pay accrued interest on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.053.04. 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 Base Rate 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 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, (i) the Borrower may revoke any pending request for an RFR Borrowing of, conversion to or continuation of RFR Loans, or a Eurodollar Rate borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, or request for a borrowing of, conversion to or continuation of Term Rate Eurodollar Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency and, failing that, (A) in the case of any request for any affected borrowing for Term SOFR LoansBorrowing, if applicable, the Borrower will be deemed to have converted any such request into a request for a borrowing Base Rate Loan or conversion to Base Rate Loans in the amount specified therein and (B) in the case of any request for any affected RFR Borrowing or Eurodollar Rate borrowing, in each case, in an Agreed Alternative Currency, if applicable, then such request shall be ineffective and (ii)(A) any outstanding affected Term SOFR Loans, if applicable, will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Period and (B) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term Rate Eurodollar Loans, in each case, denominated in an Agreed Alternative Currency, at the Borrower’s election, shall either (I) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternative Currency) immediately or, in the case of Term Rate Eurodollar Loans, at the end of the applicable Interest Period or Interest Payment Date, as applicable or (II) be prepaid in full immediately or, in the case of Term Rate Eurodollar Loans, at the end of the applicable Interest PeriodPeriod or Interest Payment Date, as applicable; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily 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 notice, the Borrower shall be deemed to have elected clause (I) above; provided, further that, with respect to any Term Rate Eurodollar Loan (other than a Daily Simple 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 Term Rate Eurodollar Loan, the Borrower shall be 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 a Daily Simple RFR Loan) on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.052.16. 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 Base Rate 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 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, (iA) the Borrower may revoke any pending request for a borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, RFR Loans or request for a borrowing of, conversion to or continuation of Term Rate Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency currency and, failing that, (AI) in the case of any request for any affected borrowing for SOFR Rate Loans, if applicable, the Borrower will be deemed to have converted any such request into a request for a borrowing of or conversion to Alternate Base Rate Loans in the amount specified therein and (BII) in the case of any request for any affected borrowing, in each case, in an Agreed Currency, if applicableDaily Simple Foreign RFR Loan or Eurocurrency Rate Loan, then such request shall be ineffective and (ii)(AB)(I) any outstanding affected SOFR Rate Loans, if applicable, will be deemed to have been converted into Alternate Base Rate Loans at the end of the applicable Interest Period and (BII) any outstanding affected ▇▇▇▇▇ Advances Daily Simple Foreign RFR Loan or Term Eurocurrency Rate Loans, in each case, denominated in an Agreed Currency, at the Borrower’s election, shall either (I1) be converted into Alternate Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Foreign Currency) immediately or, in the case of Term Eurocurrency Rate Loans, at the end of the applicable Interest Period or (II2) be prepaid in full immediately or, in the case of Term Eurocurrency Rate Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily Simple Foreign RFR Loan, if no election is made by the Borrower by the date that is three (3) Business Days after receipt by the Borrower of such notice, the Borrower shall be deemed to have elected clause (I1) above; provided, further thatabove and, with respect to any Term Eurocurrency Rate 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 Term Eurocurrency Rate Loan, the Borrower shall be deemed to have elected clause (I1) above. Upon any such prepayment or conversion, the Borrower shall also pay accrued interest (except with respect to any prepayment or conversion of a Daily Simple Foreign RFR Loan) on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.053.04. 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 Benchmark Unavailability Period or such tenor for such Benchmark, as applicable, will not be used in any determination of 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, (iI) the Borrower may revoke any pending request for a borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ AdvancesRate Loans, SOFR Rate Loans, or request for a borrowing of, conversion to or continuation of Term 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, (A) in the case of any request for any affected borrowing for SOFR Rate Loans, if applicable▇▇▇▇▇ Rate Loans, the Borrower will be deemed to have converted any such request into a request for a borrowing or conversion to Base Eurocurrency Rate Loans in the amount specified therein and (B) in the case of any request for any affected borrowingLoan, in each case, in an Agreed Alternative Currency, if applicable, then such request shall be ineffective and (ii)(AII)(1) any outstanding affected SOFR Loans, if applicableRate Loans denominated in Dollars, will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Period and (B2) any outstanding affected ▇▇▇▇▇ Advances Rate Loans or Term Eurocurrency Rate Loans, in each case, denominated in an Agreed Alternative Currency, at the Borrower’s Borrowers’ election, shall either (Ix) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternative Currency) immediately or, in the case of Term Eurocurrency Rate Loans, at the end of the applicable Interest Period or (IIy) be prepaid in full immediately or, in the case of Term Eurocurrency Rate Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ AdvanceRate Loan, if no election is made by the Borrower Borrowers by the date that is three (3) Business Days after receipt by the Borrower of such notice, the Borrower shall be deemed to have elected clause (Ix) above; provided, further that, with respect to any Term Eurocurrency Rate Loan, if no election is made by the Borrower by the earlier of (xAA) the date that is three (3) Business Days after receipt by the Borrower of such notice and (yBB) the last day of the current Interest Period for the applicable Term Eurocurrency Rate Loan, the Borrower shall be deemed to have elected clause (Ix) above. Upon any such prepayment or conversion, the Borrower Borrowers shall also pay accrued interest on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.052.02(b). 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 Base Rate 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 Base Rate.

Benchmark Unavailability Period. Upon the Parent Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given Benchmarkthe rate applicable to such Loan, (i) the Borrower Borrowers may revoke any pending request for a borrowing of, conversion to Term Benchmark or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, or request for a borrowing RFR Borrowing of, conversion to or continuation of Term Rate Benchmark Loans or RFR Loans, as applicable, or a Term Benchmark or RFR Borrowing of, conversion to or continuation of Term Benchmark Loans or RFR Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated Dollars in the applicable Alternative Currency and, failing that, (A) in the case of any request for any affected borrowing for Term SOFR LoansBorrowing, if applicable, the Borrower Borrowers will be deemed to have converted any such request into a request for a borrowing Base Rate Borrowing or conversion to Base Rate Loans in the amount specified therein and (B) in the case of any request for any affected borrowingTerm Benchmark Borrowing or RFR Borrowing, in each case, in an Agreed Alternative Currency, if applicable, then such request shall be ineffective and (ii)(A) any outstanding affected SOFR Loans, if applicable, will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Period and (B) any outstanding affected ▇▇▇▇▇ Advances Term Benchmark Loans or Term Rate RFR Loans, in each case, denominated in an Agreed Alternative Currency, at the Borrower’s Borrowers’ election, shall either (I) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternative Currency) immediately or, in the case of Term Rate Benchmark Loans, at the end of the applicable Interest Period or (II) be prepaid in full immediately or, in the case of Term Rate Benchmark Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ Advance, if no election is made by the Borrower by the date that is three Business Days after receipt by the Borrower of such notice, the Borrower shall be deemed to have elected clause (I) above; provided, further that, with respect to any Term Rate Benchmark Loan, if no election is made by the Borrower Borrowers by the earlier of (x) the date that is three (3) Business Days after receipt by the Parent Borrower of such notice and (y) the last day of the current Interest Period for the applicable Term Rate Benchmark Loan, the Borrowers shall be deemed to have elected clause (I) above provided, further that, with respect to any RFR Loan, if no election is made by the Borrowers by the date that is three (3) Business Days after receipt by the Parent Borrower of such notice, the Borrowers shall be deemed to have elected clause (I) above. Upon any such prepayment or conversion, the Borrower Borrowers shall also pay accrued interest on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.053.04. 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 Base Rate 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 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, (i) the Borrower may revoke any pending request for a borrowing Borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, RFR Loans or request for a borrowing of, conversion to or continuation of Term Rate Eurocurrency Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency currency and, failing that, (AA)(I) in the case of any request for any affected borrowing for RFR Loans or a Eurocurrency Loans, in each case,Term SOFR LoansLoan denominated in Dollars, if applicable, the Borrower will be deemed to have converted any such request into a request for a borrowing Borrowing of or conversion to Base Rate ABR Loans in the amount specified therein and (BII) in the case of any request for any affected borrowingRFR Loan or Eurocurrency Loan, in each case, in an Agreed Alternate Currency, if applicable, then such request shall be ineffective and (ii)(AB)(I) any outstanding affected SOFR RFR Loans or Eurocurrency Loans, in each case, denominated in Dollars, if applicable, will be deemed to have been converted into Base Rate ABR Loans immediately or, in the case of Term RFR Loans or EurocurrencySOFR Loans, at the end of the applicable Interest Period and (BII) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term Rate Eurocurrency Loans, in each case, denominated in an Agreed Alternate Currency, at the Borrower’s election, shall either (Ia) be converted into Base Rate ABR Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternate Currency) immediately or, in the case of Term Rate RFRSOFR Loans or Eurocurrency Loans, at the end of the applicable Interest Period or (IIb) be prepaid in full immediately or, in the case of Term Rate RFRSOFR Loans or Eurocurrency Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily Simple RFR Loan, if no election is made by the Borrower by the date that is three (3) Business Days after receipt by the Borrower of such notice, the Borrower shall be deemed to have elected clause (Ia) above; provided, further that, with respect to any Eurocurrency Loan or Term Rate RFRSOFR Loan, if no election is made by the Borrower by the earlier of (x) the date that is three (3) Business Days after receipt by the Borrower of such notice and (y) the last day of the current Interest Period for the applicable Eurocurrency Loan or Term Rate RFRSOFR Loan, the Borrower shall be deemed to have elected clause (Ia) above. Upon any 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 10.052.15. 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 |US-DOCS\123898161.25157781893.13|| Tenor, the component of Base Rate ABR 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 Base RateABR.

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given Benchmark, (iA) the Borrower may revoke any pending request for a borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, RFR Loans or request for a borrowing of, conversion to or continuation of Term 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, (AI) in the case of any request for any affected borrowing for SOFR RFR Loans or a Eurocurrency Rate Loans, in each case, denominated in Dollars, if applicable, the Borrower will be deemed to have converted any such request into a request for a borrowing of or conversion to Base Rate Loans in the amount specified therein and (BII) in the case of any request for any affected borrowingRFR Loan or Eurocurrency Rate Loan, in each case, in an Agreed Alternative Currency, if applicable, then such request shall be ineffective and (ii)(AB)(I) any outstanding affected SOFR RFR Loans or Eurocurrency Rate Loans, in each case, denominated in Dollars, if applicable, will be deemed to have been converted into Base Rate Loans immediately or, in the case of Term RFR Loans or Eurocurrency Rate Loans, at the end of the applicable Interest Period and (BII) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term Eurocurrency Rate Loans, in each case, denominated in an Agreed Alternative Currency, at the Borrower’s election, shall either (I1) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternative Currency) immediately or, in the case of Term RFR Loans or Eurocurrency Rate Loans, at the end of the applicable Interest Period or (II2) 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 ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily Simple RFR Loan, if no election is made by the Borrower by the date that is three (3) Business Days after receipt by the Borrower of such notice, the Borrower shall be deemed to have elected clause (I1) above; provided, further that, with respect to any Eurocurrency Rate Loan or Term Rate RFR Loan, if no election is made by the Borrower by the earlier of (x) the date that is three (3) 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 Rate RFR Loan, the Borrower shall be deemed to have elected clause (I1) above. Upon any such prepayment or conversion, the Borrower shall also pay accrued interest (except with respect to any prepayment or conversion of a Daily Simple RFR Loan) on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.05‎2.17. 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 Base Rate 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 Base Rate.

Benchmark Unavailability Period. Upon the BorrowerAdministrative ▇▇▇▇▇▇▇▇’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given Benchmark, (i) the Administrative Borrower may revoke any pending request for a borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, RFR Loans or request for a borrowing of, conversion to or continuation of Term Rate EURIBOR Loans, in each case, 166 1254948.01A-CHISR02A1306028.06-NYCSR02A - MSW to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Approved Currency and, failing that, (AA)(I) in the case of any request for any affected borrowing for SOFR LoansRFR Loans denominated in Dollars, if applicable, the Administrative Borrower will be deemed to have converted any such request into a request for a borrowing of or conversion to Base Rate Loans in the amount specified therein and (BII) in the case of any request for any affected borrowing, RFR Loan or EURIBOR Loan in each case, in an Agreed Alternate Currency, if applicable, then such request shall be ineffective and (ii)(AB)(I) any outstanding affected SOFR LoansRFR Loans denominated in Dollars, if applicable, will be deemed to have been converted into Base Rate Loans immediately or, in the case of Term RFR Loans, at the end of the applicable Interest Period and (BII) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term Rate EURIBOR Loans, in each case, denominated in an Agreed Alternate Currency, at the Administrative Borrower’s election, shall either (Ii) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternate Currency) immediately or, in the case of Term Rate RFR Loans or EURIBOR Loans, at the end of the applicable Interest Period or (IIii) be prepaid in full immediately or, in the case of Term Rate RFR Loans or EURIBOR Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily Simple RFR Loan denominated in an Alternate Currency, if no election is made by the Administrative Borrower by the date that is three (3) Business Days after receipt by the Administrative Borrower of such notice, the Administrative Borrower shall be deemed to have elected clause (Ii) above; provided, further that, with respect to any EURIBOR Loan or Term Rate RFR Loan, if no election is made by the Administrative Borrower by the earlier of (x) the date that is three (3) Business Days after receipt by the Administrative Borrower of such notice and (y) the last day of the current Interest Period for the applicable EURIBOR Loan or Term Rate RFR Loan, the Administrative Borrower shall be deemed to have elected clause (Ii) above. Upon any such prepayment or conversion, the Administrative Borrower shall also pay accrued interest on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.052.13. 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 Base Rate 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 Base Rate.

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 pending request for a borrowing aan applicable Borrowing of, conversion to or continuation of Eurodollar Rateapplicable Loans or Daily ▇▇▇▇▇ ▇▇▇▇ Advances, or request for a borrowing of, conversion to or continuation of Term Rate Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency currency and, failing that, (Ai)(A) in the case of any aany request for any aan affected borrowing for SOFR LoansBorrowing of, conversion to or continuation of Eurodollar Rate Loans denominatedor a Loan, in each case, in Dollars, if applicable, the Borrower Borrowers will be deemed to have converted any such request into a request for a borrowing Borrowing of or conversion to Base Rate Loans in the amount specified therein and (BiiB) in the case of any aany request for any aany affected borrowingBorrowing of, conversion to or continuation of Eurodollar Rate Loans denominatedor Loan, in each case, in an Agreed CurrencyAlternative Currency or Daily ▇▇▇▇▇ Loans,, if applicable, then such request shall be ineffective and (ii)(A) any outstanding affected SOFR Loans or Loans, in each case, denominated in Dollars, if applicable, will be deemed to have been converted into Base Rate Loans immediately or, if permitted, at the end of the applicable Interest Period and (B) any outstanding affected ▇▇▇▇▇ Advances or Term Rate Loans, in each case, denominated in an Agreed Alternative Currency, at the Borrower’s Borrowers' election, shall either (I1) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternative Currency) immediately or, in the case of Alternative Currency Term Rate Loans, at the end of the applicable Interest Period or (II2) be prepaid in full immediately or, in the case of Alternative Currency Term Rate Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ Advance, if no election is made by the Borrower by the date that is three Business Days after receipt by the Borrower of such notice, the Borrower shall be deemed to have elected clause (I) above; provided, further that, with respect to any Alternative Currency Term Rate Loan or Term SOFR Loan, if no election is made by the Borrower Borrowers by the earlier of (x) the date that is three Business Days after receipt by the Borrower Borrowers of such notice and (y) the last day of the current Interest Period for the applicable Alternative Currency Term Rate Loan or Term SOFR Loan, the Borrower Borrowers shall be deemed to have elected clause (I1) above. Upon any such prepayment or conversion, the Borrower Borrowers shall also pay accrued interest on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.054.05. During a anya 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 Alternative Base Rate or any other Benchmark that is 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 Alternative Base RateRate or such other Benchmark.

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 request for a borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, RFR Loans or request for a borrowing of, conversion to or continuation of Term LIBOR Rate Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency and, failing that, (AA)(I) in the case of any request for any affected borrowing for SOFR RFR Loans or a LIBOR Rate Loans, in each case, denominated in Dollars, if applicable, the Borrower will be deemed to have converted any such request into a request for a borrowing of or conversion to Base Rate Loans in the amount specified therein and (BII) in the case of any request for any affected borrowingRFR Loan or LIBOR Rate Loan, in each case, in an Agreed Alternative Currency, if applicable, then such request shall be ineffective and (ii)(AB)(I) any outstanding affected SOFR RFR Loans or LIBOR Rate Loans, in each case, denominated in Dollars, if applicable, will be deemed to have been converted into Base Rate Loans immediately or, in the case of Term RFR Loans or LIBOR Rate Loans, at the end of the applicable Interest Period and (BII) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term LIBOR Rate Loans, in each case, denominated in an Agreed Alternative Currency, at the Borrower’s election, shall either (I1) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent Amount of such Agreed Alternative Currency) immediately or, in the case of Term RFR Loans or LIBOR Rate Loans, at the end of the applicable Interest Period or (II2) be prepaid in full immediately or, in the case of Term RFR Loans or LIBOR Rate Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily Simple RFR Loan, if no election is made by the Borrower by the date that is three (3) Business Days after receipt by the Borrower of such notice, the Borrower shall be deemed to have elected clause (I1) above; provided, further that, with respect to any LIBOR Rate Loan or Term Rate RFR Loan, if no election is made by the Borrower by the earlier of (x) the date that is three (3) Business Days after receipt by the Borrower of such notice and (y) the last day of the current Interest Period for the applicable LIBOR Rate Loan or Term Rate RFR Loan, the Borrower shall be deemed to have elected clause (I1) above. Upon any 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 10.054.9. 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 Base Rate 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 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 any applicable Borrower may revoke any pending request for a borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, RFR Loans or request for a borrowing of, conversion to or continuation of Term Eurocurrency Rate Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Applicable Currency and, failing that, (AA)(I) in the case of any request for any affected borrowing for SOFR Loans, if applicableEurocurrency Rate Loans or RFR Loans denominated in Dollars, the applicable Borrower will be deemed to have converted any such request into a request for a borrowing of or conversion to Base Rate Loans in the amount specified therein and (BII) in the case of any request for any affected borrowingRFR Loan or Eurocurrency Rate Loan, in each case, in an Agreed Offshore Currency, if applicable, then such request shall be ineffective and (ii)(AB)(I) any outstanding affected SOFR RFR Loans or Eurocurrency Rate Loans, in each case, denominated in Dollars, if applicable, will be deemed to have been converted into Base Rate Loans immediately or, in the case of Term RFR Loans or Eurocurrency Rate Loans, at the end of the applicable Interest Period and (BII) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term Eurocurrency Rate Loans, in each case, denominated in an Agreed Offshore Currency, at the applicable Borrower’s election, shall either (I1) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Offshore Currency) immediately or, in the case of Term RFR Loans or Eurocurrency Rate Loans, at the end of the applicable Interest Period or (II2) 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 ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily Simple RFR Loan, if no election is made by the applicable Borrower by the date that is three (3) Business Days after receipt by the Borrower Company of such notice, the applicable Borrower shall be deemed to have elected clause (I1) above; provided, further that, with respect to any Eurocurrency Rate Loan or Term Rate RFR Loan, if no election is made by the applicable Borrower by the earlier of (x) the date that is three (3) Business Days after receipt by the Borrower Company of such notice and (y) the last day of the current Interest Period for the applicable Eurocurrency Rate Loan or Term Rate RFR Loan, the applicable Borrower shall be deemed to have elected clause (I1) 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 10.053.04. 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 Base Rate 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 Base Rate.

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, (i) the such Borrower may revoke any pending request for a borrowing ofLoan bearing interest based on the Euro-Rate or EURIBOR Rate, as applicable, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ AdvancesLoans bearing interest based on the Euro-Rate or EURIBOR Rate, or request for a borrowing of, conversion to or continuation of Term Rate Loans, in each caseas applicable, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency and, failing that, (i) (A) in the case of any request for any affected borrowing for SOFR Loansa Euro-Rate Loan in Dollars, if applicable, the such Borrower will be deemed to have converted any such request into a request for a borrowing Loan or conversion to Loans bearing interest under the Base Rate Loans in the amount specified therein Option and (B) in the case of any request for any affected borrowing, in each case, a Euro-Rate Loan or EURIBOR Rate Loan in an Agreed Optional Currency, if applicable, then such request shall be ineffective and (ii)(Aii) (A) any outstanding affected SOFR Loans, if applicable, Euro-Rate Loans denominated in Dollars will be deemed to have been converted into Loans bearing interest under the Base Rate Loans Option at the end of the applicable Interest Period and (B) any outstanding affected ▇▇▇▇▇ Advances Euro-Rate Loans or Term EURIBOR Rate Loans, in each case, Loans denominated in an Agreed Optional Currency, at the such Borrower’s election, shall either (I1) be converted into Loans bearing interest under the Base Rate Loans Option denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Optional Currency) immediately or, in the case of Term Rate Loans, at the end of the applicable Interest Period or (II2) be prepaid in full immediately or, in the case of Term Rate Loans, at the end of the applicable Interest PeriodPeriod in full; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ Advance, 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, the Borrower shall be deemed to have elected clause (I) above; provided, further that, with respect to any Term Rate 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 such Borrower of such notice and (y) the last day of the current Interest Period for the applicable Term Euro-Rate Loan or EURIBOR Rate Loan, the such Borrower shall be deemed to have elected clause (I1) above. Upon During any 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 10.05. During a Benchmark Unavailability Period with respect to any Benchmark or at any time that a tenor for any the then-current Benchmark is not an Available Tenor, the component of the Base Rate 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.

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 request for a borrowing an RFR Borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ AdvancesRFR Loans, or request for a borrowing CDOR Borrowing of, conversion to or continuation of Term Rate CDOR Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency and, failing that, (A) in the case of any request for any affected borrowing for Term SOFR LoansBorrowing, if applicable, the Borrower will be deemed to have converted any such request into a request for a borrowing an ABR Borrowing or conversion to Base Rate ABR Loans in the amount specified therein and (B) in the case of any request for any affected borrowingRFR Borrowing in an Alternative Currency, if applicable, or CDOR Borrowing, in each case, in an Agreed Currency, if applicable, then such request shall be ineffective and (ii)(A) any outstanding affected Term SOFR Loans, if applicable, will be deemed to have been converted into Base Rate ABR Loans at the end of the applicable Interest Period and (B) any outstanding affected ▇▇▇▇▇ Advances RFR Loans denominated in an Alternative Currency or Term Rate CDOR Loans, in each case, denominated in an Agreed Currency, at the Borrower’s election, shall either (I) be converted into Base Rate ABR Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternative Currency) immediately or, in the case of Term Rate CDOR Loans, at the end of the applicable Interest Period or (II) be prepaid in full immediately or, in the case of Term Rate CDOR Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily 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 notice, the Borrower shall be deemed to have elected clause (I) above; provided, further that, with respect to any Term Rate CDOR 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 Term Rate CDOR Loan, 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 amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.052.16. 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 Benchmark Unavailability Period or such tenor for such Benchmark, as applicable, will not be used in any determination of the Alternate Base Rate.

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 pending request for a borrowing an applicable Borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, or request for a borrowing of, conversion to or continuation of Term Rate applicable Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency currency and, failing that, (Ai)(A) in the case of any request for any an affected borrowing for SOFR LoansBorrowing or a Loan, in each case, in Dollars, if applicable, the Borrower Borrowers will be deemed to have converted any such request into a request for a borrowing Borrowing of or conversion to Base Rate Loans in the amount specified therein and (B) in the case of any request for any affected borrowingBorrowing or Loan, in each case, in an Agreed Alternative Currency, if applicable, then such request shall be ineffective and (ii)(A) any outstanding affected SOFR Loans or Loans, in each case, denominated in Dollars, if applicable, will be deemed to have been converted into Base Rate Loans immediately or, if permitted, at the end of the applicable Interest Period and (B) any outstanding affected ▇▇▇▇▇ Advances or Term Rate Loans, in each case, denominated in an Agreed Alternative Currency, at the Borrower’s Borrowers' election, shall either (I1) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternative Currency) immediately or, in the case of Alternative Currency Term Rate Loans, at the end of the applicable Interest Period or (II2) be prepaid in full immediately or, in the case of Alternative Currency Term Rate Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ Advance, if no election is made by the Borrower by the date that is three Business Days after receipt by the Borrower of such notice, the Borrower shall be deemed to have elected clause (I) above; provided, further that, with respect to any Alternative Currency Term Rate Loan or Term SOFR Loan, if no election is made by the Borrower Borrowers by the earlier of (x) the date that is three Business Days after receipt by the Borrower Borrowers of such notice and (y) the last day of the current Interest Period for the applicable Alternative Currency Term Rate Loan or Term SOFR Loan, the Borrower Borrowers shall be deemed to have elected clause (I1) above. Upon any such prepayment or conversion, the Borrower Borrowers shall also pay accrued interest on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.054.05. 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 Available Tenor, the component of Base Rate 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 Base Rate.. 76 ▇▇▇▇-▇▇▇▇-▇▇▇▇ v.54890-8208-0090 v.3

Benchmark Unavailability Period. Upon the Parent Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given Benchmark, (i) the applicable Borrower may revoke any pending request for a borrowing an RFR Borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ AdvancesRFR Loans, or request for a borrowing Eurocurrency Rate Borrowing of, conversion to or continuation of Term 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, (A) in the case of any request for any affected borrowing for Term SOFR LoansBorrowing, if applicable, the applicable Borrower will be deemed to have converted any such request into a request for a borrowing Base Rate Borrowing or conversion to Base Rate Loans in the amount specified therein and (B) in the case of any request for any affected borrowingRFR Borrowing or Eurocurrency Rate Borrowing, in each case, in an Agreed Alternative Currency, if applicable, then such request shall be ineffective and (ii)(A) any outstanding affected Term SOFR Loans, if applicable, will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Period and (B) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term Eurocurrency Rate Loans, in each case, denominated in an Agreed Alternative Currency, at the Borrower’s election, shall either (I) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternative Currency) immediately or, in the case of Term Eurocurrency Rate Loans, at the end of the applicable Interest Period or (II) be prepaid in full immediately or, in the case of Term Eurocurrency Rate Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily Simple RFR Loan, if no election is made by the applicable Borrower by the date that is three Business Days after receipt by the Parent Borrower of such notice, the applicable Borrower shall be deemed to have elected clause (I) above; provided, further that, with respect to any Term Eurocurrency Rate 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 Parent Borrower of such notice and (y) the last day of the current Interest Period for the applicable Term Eurocurrency Rate Loan, the applicable 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 amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.05. 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 Available Tenor, the component of Base Rate 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 Base Rate.clause

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 pending request for a borrowing an applicable Borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, or request for a borrowing of, conversion to or continuation of Term Rate applicable Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency currency and, failing that, (Ai)(A) in the case of any request for any an affected borrowing for SOFR LoansBorrowing or a Loan, in each case, in Dollars, if applicable, the Borrower Borrowers will be deemed to have converted any such request into a request for a borrowing Borrowing of or conversion to Base Rate Loans in the amount specified therein and (B) in the case of any request for any affected borrowingBorrowing or Loan, in each case, in an Agreed Alternative Currency, if applicable, then such request shall be ineffective and (ii)(A) any outstanding affected SOFR Loans or Loans, in each case, denominated in Dollars, if applicable, will be deemed to have been converted into Base Rate Loans immediately or, if permitted, at the end of the applicable Interest Period and (B) any outstanding affected ▇▇▇▇▇ Advances or Term Rate Loans, in each case, denominated in an Agreed Alternative Currency, at the Borrower’s Borrowers’ election, shall either (I1) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternative Currency) immediately or, in the case of Alternative Currency Term Rate Loans, at the end of the applicable Interest Period or (II2) be prepaid in full immediately or, in the case of Alternative Currency Term Rate Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ Advance, if no election is made by the Borrower by the date that is three Business Days after receipt by the Borrower of such notice, the Borrower shall be deemed to have elected clause (I) above; provided, further that, with respect to any Alternative Currency Term Rate Loan or Term SOFR Loan, if no election is made by the Borrower Borrowers by the earlier of (x) the date that is three (3) Business Days after receipt by the Borrower Borrowers of such notice and (y) the last day of the current Interest Period for the applicable Alternative Currency Term Rate Loan or Term SOFR Loan, the Borrower Borrowers shall be deemed to have elected clause (I1) above. Upon any such prepayment or conversion, the Borrower Borrowers shall also pay accrued interest on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.054.05. 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 Available Tenor, the component of Base Rate 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 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, (i) the Borrower may revoke any pending request for a borrowing ofany affected Term SOFR Advance, conversion to Eurocurrency Advance or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, or request for a borrowing of, conversion to or continuation of Term Rate Loans, in each case, Daily Simple RFR Advance to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency thereto and, failing that, (A) in the case of any request for any affected borrowing for Term SOFR LoansAdvance or affected Swing Line Loan, if applicable, the Borrower will be deemed to have converted any such request into a request for a borrowing Floating Rate Advance or conversion to Base Floating Rate Loans in the amount specified therein and (B) in the case of any request for any affected borrowingDaily Simple RFR Advance or Eurocurrency Advance, in each case, in an Agreed a Foreign Currency, if applicable, then such request shall be ineffective and (ii)(A) any outstanding affected Term SOFR Loans and Swing Line Loans, if applicable, will be deemed to have been converted into Base Floating Rate Loans at the end of the applicable Interest Period (or immediately in the case of a Swing Line Loan) and (B) any outstanding affected ▇▇▇▇▇ Advances Daily Simple RFR Loans or Term Eurocurrency Rate Loans, in each case, denominated in an Agreed a Foreign Currency, at the Borrower’s election, shall either (I) be converted into Base Floating Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Currency) immediately or, in the case of Term Eurocurrency Rate Loans, at the end of the applicable Interest Period Period, or (II) be prepaid in full immediately or, in the case of Term Eurocurrency Rate Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily Simple RFR Loan denominated in a Foreign Currency, if no election is made by the Borrower by the date that is three Business Days after receipt by the Borrower of such notice, the Borrower shall be deemed to have elected clause (I) above; provided, further that, with respect to any Term Eurocurrency Rate 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 Term Eurocurrency Rate Loan, 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 amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.053.4. 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, the component of Alternate Base Rate 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 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 BenchmarkBenchmark Rate, (i) the Borrower may revoke any pending request for a borrowing an RFR Borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ AdvancesRFR Loans, or request for a borrowing EURIBOR Borrowing of, conversion to or continuation of Term Rate EURIBOR Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency currency and, failing that, (A) in the case of any request for any affected borrowing for Term SOFR LoansBorrowing, if applicable, the Borrower will be deemed to have converted any such request into a request for a borrowing an Base Rate Borrowing or conversion to Base Rate Loans in the amount specified therein and (B) in the case of any request for any affected borrowingRFR Borrowing or EURIBOR Borrowing, in each case, in an Agreed Currencyany currency other than Dollars, if applicable, then such request shall be ineffective and (ii)(A) any outstanding affected Term SOFR Loans, if applicable, will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Period and (B) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term Rate EURIBOR Loans, in each case, denominated in an Agreed Currencyany currency other than Dollars, at the Borrower’s election, shall either (I) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent equivalent of such Agreed Currencycurrency) immediately or, in the case of Term Rate EURIBOR 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 ▇▇▇▇▇ ▇▇▇▇ Advance, if no election is made by the Borrower by the date that is three Business Days after receipt by the Borrower of such notice, the Borrower shall be deemed to have elected clause (I) above; provided, further that, with respect to any Term Rate 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 Term Rate Loan, 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 amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.05. 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 Available Tenor, the component of Base Rate 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 Base Rate.full

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 request for a borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, RFR Loans or request for a borrowing of, conversion to or continuation of Term Eurocurrency Rate Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Agreed Currency and, failing that, (AA)(I) in the case of any request for any affected borrowing for SOFR RFR Loans or a Eurocurrency Rate Loans, in each case, denominated in Dollars, if applicable, the Borrower will be deemed to have converted any such request into a request for a borrowing of or conversion to Base Rate ABR Loans in the amount specified therein and (BII) in the case of any request for any affected borrowingRFR Loan or Eurocurrency Rate Loan, in each case, in an Agreed Alternative Currency, if applicable, then such request shall be ineffective and (ii)(AB)(I) any outstanding affected SOFR RFR Loans or Eurocurrency Rate Loans, in each case, denominated in Dollars, if applicable, will be deemed to have been converted into Base ABR Loans immediately or, in the case of Term RFR Loans or Eurocurrency Rate Loans Loans, at the end of the applicable Interest Period and (BII) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term Eurocurrency Rate Loans, in each case, denominated in an Agreed Alternative Currency, at the Borrower’s election, shall either (I1) be converted into Base Rate ABR Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternative Currency) immediately or, in the case of Term RFR Loans or Eurocurrency Rate Loans, at the end of the applicable Interest Period or (II2) 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 ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily Simple RFR Loan, if no election is made by the Borrower by the date that is three (3) Business Days after receipt by the Borrower of such notice, the Borrower shall be deemed to have elected clause (I1) above; provided, further that, with respect to any Eurocurrency Rate Loan or Term Rate RFR Loan, if no election is made by the Borrower by the earlier of (x) the date that is three (3) 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 Rate RFR Loan, the Borrower shall be deemed to have elected clause (I1) above. Upon any 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 10.052.11. 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 Base Rate ABR 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 Base RateABR.

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Revolving Credit Facility Benchmark Unavailability Period with respect to a given Revolving Credit Facility Benchmark, (i) the Borrower may revoke any pending request for a borrowing an RFR Borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ AdvancesRFR Loans, or request for a borrowing EURIBOR Borrowing of, conversion to or continuation of Term Rate EURIBOR Loans, in each case, to be made, converted or continued during any Revolving Credit Facility Benchmark Unavailability Period denominated in the applicable Currency currency and, failing that, (A) in the case of any request for any affected borrowing for Term SOFR LoansBorrowing, if applicable, the Borrower will be deemed to have converted any such request into a request for a borrowing an Base Rate Borrowing or conversion to Base Rate Loans in the amount specified therein and (B) in the case of any request for any affected borrowingRFR Borrowing or EURIBOR Borrowing, in each case, in an Agreed Currencyany currency other than Dollars, if applicable, then such request shall be ineffective and (ii)(A) any outstanding affected Term SOFR Loans, if applicable, will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Period and (B) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term Rate EURIBOR Loans, in each case, denominated in an Agreed Currencyany currency other than Dollars, at the Borrower’s election, shall either (I) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent equivalent of such Agreed Currencycurrency) immediately or, in the case of Term Rate EURIBOR Loans, at the end of the applicable Interest Period or (II) be prepaid in full immediately or, in the case of Term Rate EURIBOR Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily Simple Loan, if no election is made by the Borrower by the date that is three (3) Business Days after receipt by the Borrower of such notice, the Borrower shall be deemed to have elected clause (I) above; provided, further that, with respect to any Term Rate EURIBOR Loan, if no election is made by the Borrower by the earlier of (x) the date that is three (3) Business Days after receipt by the Borrower of such notice and (y) the last day of the current Interest Period for the applicable Term Rate EURIBOR Loan, the Borrower shall be 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 a ▇▇▇▇▇ Daily Simple Loan) on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.053.05. During a Revolving Credit Facility Benchmark Unavailability Period with respect to any Revolving Credit Facility Benchmark or at any time that a tenor for any then-current Revolving Credit Facility Benchmark is not an Available Tenor, the component of Base Rate based upon the then-current Revolving Credit Facility Benchmark that is the subject of such Revolving Credit Facility Benchmark Unavailability Period or such tenor for such Revolving Credit Facility Benchmark, as applicable, will not be used in any determination of 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, (iA) the Borrower may revoke any pending request for a borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, RFR Loans or request for a borrowing of, conversion to or continuation of Term 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, (AI) in the case of any request for any affected borrowing for SOFR RFR Loans or a Eurocurrency Rate Loans, in each case, denominated in Dollars, if applicable, the Borrower will be deemed to have converted any such request into a request for a borrowing of or conversion to Base Rate Loans in the amount specified therein and (BII) in the case of any request for any affected borrowingRFR Loan or Eurocurrency Rate Loan, in each case, in an Agreed Alternative Currency, if applicable, then such request shall be ineffective and (ii)(AB)(I) any outstanding affected SOFR RFR Loans or Eurocurrency Rate Loans, in each case, denominated in Dollars, if applicable, will be deemed to have been converted into Base Rate Loans immediately or, in the case of Term RFR Loans or Eurocurrency Rate Loans, at the end of the applicable Interest Period and (BII) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term Eurocurrency Rate Loans, in each case, denominated in an Agreed Alternative Currency, at the Borrower’s election, shall either (Icc)(1) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternative Currency) immediately or, in the case of Term RFR Loans or Eurocurrency Rate Loans, at the end of the applicable Interest Period or (II2)(dd) 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 ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily Simple RFR Loan, if no election is made by the Borrower by the date that is three (3) Business Days after receipt by the Borrower of such notice, the Borrower shall be deemed to have elected clause (I1) above; provided, further that, with respect to any Eurocurrency Rate Loan or Term Rate RFR Loan, if no election is made by the Borrower by the earlier of (x) the date that is three (3) 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 Rate RFR Loan, the Borrower shall be deemed to have elected clause (I1) above. Upon any such prepayment or conversion, the Borrower shall also pay accrued interest (except with respect to any prepayment or conversion of a Daily Simple RFR Loan) on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.05‎2.17. 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 Base Rate 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 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, (i) the Borrower may revoke any pending request for a borrowing an RFR Borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ AdvancesRFR Loans, or request for a borrowing Eurocurrency Borrowing of, conversion to or continuation of Term Rate Eurocurrency Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency and, failing that, (Ai)(A) in the case of any request for any an affected borrowing for SOFR LoansRFR Borrowing or a Eurocurrency Borrowing, in each case, in dollars, if applicable, the Borrower will be deemed to have converted any such request into a request for a borrowing Borrowing of or conversion to Base Rate ABR Loans in the amount specified therein and (B) in the case of any request for any affected borrowingRFR Borrowing or Eurocurrency Borrowing, in each case, in an Agreed Alternative Currency, if applicable, then such request shall be ineffective and (ii)(A) any outstanding affected SOFR RFR Loans or Eurocurrency Loans, in each case, denominated in dollars, if applicable, will be deemed to have been converted into Base Rate ABR Loans immediately or, in the case of Term RFR Loans or Eurocurrency Loans, at the end of the applicable Interest Period and (B) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term Rate Eurocurrency Loans, in each case, denominated in an Agreed Alternative Currency, at the Borrower’s election, shall either (I) be converted into Base Rate ABR Loans denominated in Dollars dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternative Currency) immediately or, in the case of Term Rate RFR Loans or Eurocurrency Loans, at the end of the applicable Interest Period or (II) be prepaid in full immediately or, in the case of Term Rate RFR Loans or Eurocurrency Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily 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 notice, the Borrower shall be deemed to have elected clause (I1) above; provided, further that, with respect to any Eurocurrency Loan or Term Rate 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 Loan or Term Rate RFR Loan, the Borrower shall be deemed to have elected clause (I1) above. Upon any 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 10.052.16. 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 Base Rate ABR 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 Base RateABR.

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given Benchmark, (iA) the Borrower may revoke any pending request for a borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, RFR Loans or request for a borrowing of, conversion to or continuation of Term 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, (AI) in the case of any request for any affected borrowing for SOFR RFR Loans or a Eurocurrency Rate Loans, in each case, denominated in Dollars, if applicable, the Borrower will be deemed to have converted any such request into a request for a borrowing of or conversion to Base Rate Loans in the amount specified therein and (BII) in the case of any request for any affected borrowingRFR Loan or Eurocurrency Rate Loan, in each case, in an Agreed a Foreign Currency, if applicable, then such request shall be ineffective and (ii)(AB)(I) any outstanding affected SOFR RFR Loans or Eurocurrency Rate Loans, in each case, denominated in Dollars, if applicable, will be deemed to have been converted into Base Rate Loans immediately or, in the case of Term RFR Loans or Eurocurrency Rate Loans, at the end of the applicable Interest Period and (BII) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term Eurocurrency Rate Loans, in each case, denominated in an Agreed a Foreign Currency, at the Borrower’s election, shall either (Ix) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Foreign Currency) immediately or, in the case of Term RFR Loans or Eurocurrency Rate Loans, at the end of the applicable Interest Period or (IIy) 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 ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily 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 notice, the Borrower shall be deemed to have elected clause (I1) above; provided, further that, with respect to any Eurocurrency Rate Loan or Term Rate 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 Rate RFR Loan, the Borrower shall be deemed to have elected clause (I1) above. Upon any such prepayment or conversion, the Borrower shall also pay accrued interest (except with respect to any prepayment or conversion of a Daily Simple RFR Loan) on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.055.4. 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, the component of the Base Rate 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 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, (i) the Borrower may revoke any pending request for a borrowing an RFR Loan of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ AdvancesRFR Loans, or request for a borrowing Eurodollar Loan or Eurocurrency Loan of, conversion to or continuation of Term Rate Eurodollar Loans or Eurocurrency Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Permitted Currency and, failing that, (Ai)(A) in the case of any request for any an affected borrowing for SOFR Loans, if applicableRFR Loan in Dollars or a Eurodollar Loan, the Borrower will be deemed to have converted any such request into a request for a borrowing of or conversion to Base Rate ABR Loans in the amount specified therein and (B) in the case of any request for any affected borrowing, RFR Loan in each case, in an Agreed Currency, if applicableSterling or Eurocurrency Loan, then such request shall be ineffective and (ii)(A) any outstanding affected SOFR LoansDaily Simple RFR Loans denominated in Dollars, if applicable, will be deemed to have been converted into Base Rate ABR Loans immediately or, in the case of Term RFR Loans or Eurodollar Loans, at the end of the applicable Interest Period and (B) any outstanding affected ▇▇▇▇▇ Advances Eurocurrency Loans or Term Rate Loans, in each case, RFR Loans denominated in an Agreed CurrencySterling, at the Borrower’s election, shall either (Ii)(i) be converted into Base Rate ABR Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed the applicable Permitted Alternative Currency) immediately or, in the case of Term Rate Eurocurrency Loans, at the end of the applicable Interest Period or (IIii)(ii) in the case of Daily Simple RFR Loans denominated in Sterling, be prepaid in full immediately or, in the case of Term Rate Eurocurrency Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily 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 notice, the Borrower shall be deemed to have elected clause that such Loans be converted into ABR Loans denominated in Dollars (I) abovein an amount equal to the Dollar Equivalent of such Permitted Alternative Currency); provided, further that, with respect to any Eurodollar Loan, Eurocurrency Loan or Term Rate 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 Eurodollar Loan, Eurocurrency Loan or Term Rate RFR Loan, the Borrower shall be deemed to have elected clause for such Loans to be converted into ABR Loans denominated in Dollars (Iin an amount equal to the Dollar Equivalent of Loans in a Permitted Alternative Currency) aboveat the end of the applicable Interest Period. Upon any 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 10.052.18. 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 Base Alternate Based Rate 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 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 applicable Borrower may revoke any pending request for a borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, or request for a borrowing of, conversion to or continuation of Term Rate Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency and, failing that, (A) in the case of any request for any affected borrowing for SOFR Loans, if applicable, the Borrower will be deemed to have converted any such request into a request for a borrowing or conversion to Base Rate Loans in the amount specified therein and (B) in the case of any request for any affected borrowing, in each case, in an Agreed Currency, if applicable, then such request shall be ineffective and (ii)(A) any outstanding affected SOFR Loans, if applicable, will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Period and (B) any outstanding affected ▇▇▇▇▇ Advances or Term Rate Loans, in each case, denominated in an Agreed Currency, at the applicable Borrower’s election, shall either (I) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Currency) immediately 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 ▇▇▇▇▇ ▇▇▇▇ Rate Advance, if no election is made by the applicable Borrower by the date that is three Business Days after receipt by the Company or the applicable Borrower of such notice, the applicable Borrower shall be deemed to have elected clause (I) above; provided, further that, with respect to any Term Rate 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 or the applicable Borrower of such notice and (y) the last day of the current Interest Period for the applicable Term Rate Loan, the applicable 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 10.05. 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 Available Tenor, the component of Base Rate 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 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, (iA) the Borrower Borrowers may revoke any pending request for a borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ AdvancesRFR Loans or Eurocurrency Rate Loans or Swingline Loans, or request for a borrowing of, conversion to or continuation of Term Rate Loansas applicable, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency and, failing that, (AA)(I) in the case of any request for any affected borrowing for RFRTerm SOFR Loans or a Eurocurrency Rate Loans, in each case, denominated in Dollars, if applicable, the Borrower Company will be deemed to have converted any such request into a request for a borrowing of or conversion to Base Rate Loans in the amount specified therein and (BII) in the case of any request for any affected borrowingRFR Loan or Eurocurrency Rate Loan, in each case, in an Agreed Alternative Currency, if applicable, then such request shall be ineffective and (ii)(AB)(I) any outstanding affected RFRTerm SOFR Loans or Eurocurrency Rate Loans, in each case, denominated in Dollars, if applicable, will be deemed to have been converted into Base Rate Loans immediately or, in the case of Term SOFR Loans or Eurocurrency Rate Loans, at the end of the applicable Interest Period and (BII) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term Eurocurrency Rate Loans, in each case, denominated in an Agreed Alternative Currency, at the BorrowerCompany’s election, shall either (I1) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternative Currency) immediately or, in the case of Term Eurocurrency Rate Loans, at the end of the applicable Interest Period or (II2) be prepaid in full immediately or, in the case of Term Eurocurrency Rate Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily Simple RFR Loan, if no election is made by the Borrower Company by the date that is three (3) Business Days after receipt by the Borrower Company of such notice, the Borrower Company shall be deemed to have elected clause (I1) above; provided, further that, with respect to any Eurocurrency Rate Loan or Term Rate SOFR Loan, if no election is made by the Borrower Company by the earlier of (x) the date that is three (3) Business Days after receipt by the Borrower Company of such notice and (y) the last day of the current Interest Period for the applicable Eurocurrency Rate Loan or Term Rate SOFR Loan, the Borrower Company shall be deemed to have elected clause (I1) above. Upon any such prepayment or conversion, the Borrower Borrowers shall also pay accrued interest (except with respect to any prepayment or conversion of a Daily Simple RFR Loan) on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.05● 3.5 ● 4.11. 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 Base Rate 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 Base Rate.

Benchmark Unavailability Period. Upon the Parent Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given Benchmark, (i) the applicable Borrower may revoke any pending request for a borrowing an RFR Borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ AdvancesRFR Loans, or request for a borrowing Eurocurrency Rate Borrowing of, conversion to or continuation of Term 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, (A) in the case of any request for any affected borrowing for Term SOFR LoansBorrowing, if applicable, the applicable Borrower will be deemed to have converted any such request into a request for a borrowing Base Rate Borrowing or conversion to Base Rate Loans in the amount specified therein and (B) in the case of any request for any affected borrowingRFR Borrowing or Eurocurrency Rate Borrowing, in each case, in an Agreed Alternative Currency, if applicable, then such request shall be ineffective and (ii)(A) any outstanding affected Term SOFR Loans, if applicable, will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Period and (B) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term Eurocurrency Rate Loans, in each case, denominated in an Agreed Alternative Currency, at the Borrower’s election, shall either (I) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternative Currency) immediately or, in the case of Term Eurocurrency Rate Loans, at the end of the applicable Interest Period or (II) be prepaid in full immediately or, in the case of Term Eurocurrency Rate Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily Simple RFR Loan, if no election is made by the applicable Borrower by the date that is three Business Days after receipt by the Parent Borrower of such notice, the applicable Borrower shall be deemed to have elected clause (I) above; provided, further that, with respect to any Term Eurocurrency Rate 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 Parent Borrower of such notice and (y) the last day of the current Interest Period for the applicable Term Eurocurrency Rate Loan, the applicable 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 10.0510.4. 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, the component of Base Rate 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 Base Rate.

Benchmark Unavailability Period. Upon the Lead Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given Benchmark, (i1I) the Borrower Lead BorrowerBorrowers may revoke any pending request for a borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, or request for a borrowing of, conversion to or continuation of Term SOFRBenchmark Rate Loans, in each case, Loans to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency and, failing that, (Athe Lead Borrower(1) in the case of any request for any affected borrowing for SOFR LoansTerm Rate Loans denominated in Dollars, if applicable, the Borrower Borrowers will be deemed to have converted any such request into a request for a borrowing of or conversion to Base Rate Loans Loans, and (2 in the amount specified therein and (B2) in the case of any request for any affected borrowingBenchmark Rate Loan, in each case, in an Agreed Alternative Currency, if applicable, then such request shall be ineffective and (ii)(AII) (1) any outstanding affected SOFR LoansSOFRTerm Rate Loans denominated in Dollars, if applicable, will be deemed to have been converted into tointo Base Rate Loans at the end of the applicable Interest Period Period. During any and (B2) any outstanding affected ▇▇▇▇▇ Advances or Term Benchmark Rate Loans, in each case, Loans denominated in an Agreed Alternative Currency, at the Borrower’s Borrowers’ election, shall either (Ix) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternative Currency) immediately or, in the case of Term Rate Loans, at the end of the applicable Interest Period or (IIy) 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 ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily Simple RFR Loan, if no election is made by the Borrower Borrowers by the date that is three (3) Business Days after receipt by the Lead Borrower of such notice, the Borrower Borrowers shall be deemed to have elected clause (Ix) above; provided, further further, that, with respect to any Term Rate Loan, if no election is made by the Borrower Borrowers by the earlier of (xAA) the date that is three (3) Business Days after receipt by the Lead Borrower of such notice and (yBB) the last day of the current Interest Period for the applicable Term Rate Loan, the Borrower shall be deemed to have elected clause (Ix) above. Upon any such prepayment or conversion, the Borrower Borrowers shall also pay accrued interest (except with respect to any prepayment or conversion of a Daily Simple RFR Loan) on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.053.05. During a Benchmark Unavailability Period with respect to any Benchmark or at any time that a tenor for any theany then-current Benchmark is not an Available Tenor, the component of the Base Rate 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.

Benchmark Unavailability Period. Upon the earlier of Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period or the actual commencement of a Benchmark Unavailability Period with respect to a given Benchmark, (i) the Borrower may revoke any pending request for a borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, RFR Loans or request for a borrowing of, conversion to or continuation of Term Eurocurrency Rate Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency currency and, failing that, (AA)(I) in the case of any request for any affected borrowing for SOFR RFR Loans or a Eurocurrency Rate Loans, in each case, denominated in Dollars, if applicable, the Borrower will be deemed to have converted any such request into a request for a borrowing of or conversion to Base Rate Loans in the amount specified therein and (BII) in the case of any request for any affected borrowingRFR Loan or Eurocurrency Rate Loan, in each case, in an Agreed Alternative Currency, if applicable, then such request shall be ineffective and (ii)(AB)(I) any outstanding affected SOFR RFR Loans or Eurocurrency Rate Loans, in each case, denominated in Dollars, if applicable, will be deemed to have been converted into Base Rate Loans immediately or, in the case of Term RFR Loans or Eurocurrency Rate Loans, at the end of the applicable Interest Period and (BII) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term Eurocurrency Rate Loans, in each case, denominated in an Agreed Alternative Currency, at the Borrower’s election, shall either (Ix) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternative Currency) immediately or, in the case of Term RFR Loans or Eurocurrency Rate Loans, at the end of the applicable Interest Period or (IIy) 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 ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily Simple RFR Loan, if no election is made by the Borrower by the date that is three (3) Business Days after receipt by the Borrower of such notice, the Borrower shall be deemed to have elected clause (I1) above; provided, further that, with respect to any Eurocurrency Rate Loan or Term Rate RFR Loan, if no election is made by the Borrower by the earlier of (x) the date that is three (3) 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 Rate RFR Loan, the Borrower shall be deemed to have elected clause (I1) above. Upon any 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 10.052.19(e). 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 Base Rate 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 Base Rate.

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 Administrative Borrower may revoke any pending request for a borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, RFR Loans or request for a borrowing of, conversion to or continuation of Term Eurodollar Fixed Rate Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency and, failing that, (AA)(I) in the case of any request for any affected borrowing for SOFR RFR Loans or a Eurodollar Fixed Rate Loans, in each case, denominated in Dollars, if applicable, the Administrative Borrower will be deemed to have converted any such request into a request for a borrowing of or conversion to Base Rate Loans in the amount specified therein and (BII) in the case of any request for any affected borrowingRFR Loan or Eurodollar Fixed Rate Loan, in each case, in an Agreed Alternate Currency, if applicable, then such request shall be ineffective and (ii)(AB)(I) any outstanding 192068782_9 affected SOFR RFR Loans or Eurodollar Fixed Rate Loans, in each case, denominated in Dollars, if applicable, will be deemed to have been converted into Base Rate Loans immediately or, in the case of Term RFR Loans or Eurodollar Fixed Rate Loans, at the end of the applicable Interest Period and (BII) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term Eurodollar Fixed Rate Loans, in each case, denominated in an Agreed Alternate Currency, at the Borrower’s election, shall either (I1) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternate Currency) immediately or, in the case of Term RFR Loans or Eurodollar Fixed Rate Loans, at the end of the applicable Interest Period or (II2) be prepaid in full immediately or, in the case of Term RFR Loans or Eurodollar Fixed Rate Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily Simple RFR Loan, if no election is made by the Borrower Borrowers by the date that is three (3) Business Days after receipt by the Administrative Borrower of such notice, the Borrower Borrowers shall be deemed to have elected clause (I1) above; provided, further that, with respect to any Eurodollar Fixed Rate Loan or Term Rate RFR Loan, if no election is made by the Administrative Borrower by the earlier of (x) the date that is three (3) Business Days after receipt by the Administrative Borrower of such notice and (y) the last day of the current Interest Period for the applicable Eurodollar Fixed Rate Loan or Term Rate RFR Loan, the Borrower Borrowers shall be deemed to have elected clause (I1) above. Upon any such prepayment or conversion, the Borrower Borrowers shall also pay accrued interest on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.0511.6. 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 Base Rate 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 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, (i) the Borrower may revoke any pending request for a borrowing Borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, RFR Loans or request for a borrowing of, conversion to or continuation of Term Rate Eurocurrency Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency currency and, failing that, (AA)(I) in the case of any request for any affected borrowing for SOFR RFR Loans or a Eurocurrency Loans, in each case, denominated in Dollars, if applicable, the Borrower will be deemed to have converted any such request into a request for a borrowing Borrowing of or conversion to Base Rate ABR Loans in the amount specified therein and (BII) in the case of any request for any affected borrowingRFR Loan or Eurocurrency Loan, in each case, in an Agreed Alternate Currency, if applicable, then such request shall be ineffective and (ii)(AB)(I) any outstanding affected SOFR RFR Loans or Eurocurrency Loans, in each case, denominated in Dollars, if applicable, will be deemed to have been converted into Base Rate ABR Loans immediately or, in the case of Term RFR Loans or Eurocurrency Loans, at the end of the applicable Interest Period and (BII) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term Rate Eurocurrency Loans, in each case, denominated in an Agreed Alternate Currency, at the Borrower’s election, shall either (Ia) be converted into Base Rate ABR Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternate Currency) immediately or, in the case of Term Rate RFR Loans or Eurocurrency Loans, at the end of the applicable Interest Period or (IIb) be prepaid in full immediately or, in the case of Term Rate RFR Loans or Eurocurrency Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily Simple RFR Loan, if no election is made by the Borrower by the date that is three (3) Business Days after receipt by the Borrower of such notice, the Borrower shall be deemed to have elected clause (Ia) above; provided, further that, with respect to any Eurocurrency Loan or Term Rate RFR Loan, if no election is made by the Borrower by the earlier of (x) the date that is three (3) Business Days after receipt by the Borrower of such notice and (y) the last day of the current Interest Period for the applicable Eurocurrency Loan or Term Rate RFR Loan, the Borrower shall be deemed to have elected clause (Ia) above. Upon any 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 10.052.15. 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 Base Rate ABR 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 Base RateABR.

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 request for a borrowing an RFR Borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ AdvancesRFR Loans, or request for a borrowing Term SOFR Borrowing of, conversion to or continuation of Term SOFR Loans, or a Eurocurrency Rate Borrowing of, conversion to or continuation of 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, (A) in the case of any request for any affected borrowing for SOFR Loans, if applicable, the Borrower will be deemed to have converted any such request into a request for a borrowing Base Rate Borrowing of or conversion to Base Rate Loans Loans. in the amount specified therein and (B) in the case of any request for any affected borrowingRFR Borrowing or Eurocurrency Rate Borrowing, in each case, in an Agreed Alternative Currency, if applicable, then such request shall be ineffective and (ii)(A) any outstanding affected SOFR LoansLoans denominated in Dollars, if applicable, will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Period immediately and (B) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term Eurocurrency Rate Loans, in each case, denominated in an Agreed Alternative Currency, at the Borrower’s election, shall either (I) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternative Currency) immediately or, in the case of Term Eurocurrency Rate Loans, at the end of the applicable Interest Period or (II) be prepaid in full immediately or, in the case of Term Eurocurrency Rate Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ AdvanceRFR Loan, if no election is made by the Borrower by the date that is three Business Days after receipt by the Borrower of such notice, the Borrower shall be deemed to have elected clause (I) above; provided, further that, with respect to any Term Eurocurrency Rate 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 Term Eurocurrency Rate Loan, the Borrower shall be 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 a RFR Loan) on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.053.05. During a anya 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 Base Rate based upon the thenEurocurrency Ratethen-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.

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given Benchmark, (iA) the Borrower may revoke any pending request for a borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, or request for a borrowing Borrowing of, conversion to or continuation of Term SOFR Loans or CDOR Rate Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency currency and, failing that, (AI) in the case of any request for any affected borrowing for Term SOFR Loans, if applicable, the Borrower will be deemed to have converted any such request into a request for a borrowing Borrowing of or conversion to Base Rate Loans in the amount specified therein and (BII) in the case of any request for any affected borrowing, in each case, in an Agreed CurrencyTerm SOFR Loan or CDOR Rate Loan, if applicable, then such request shall be ineffective and (ii)(AB)(I) any outstanding affected Term SOFR Loans, if applicable, will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Period and (BII) any outstanding affected ▇▇▇▇▇ Advances or Term Rate Loans, in each case, Loans denominated in an Agreed CurrencyCanadian Dollars, at the Borrower’s election, shall either (I1) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed CurrencyCanadian Dollars) immediately or, in the case of Term CDOR Rate Loans, at the end of the applicable Interest Period or (II2) be prepaid in full immediately or, in the case of Term CDOR Rate Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ Advance, if no election is made by the Borrower by the date that is three Business Days after receipt by the Borrower of such notice, the Borrower shall be deemed to have elected clause (I) above; provided, further that, with respect to any Term CDOR Rate Loan, if no election is made by the Borrower by the earlier of (x) the date that is three (3) Business Days after receipt by the Borrower of such notice and (y) the last day of the current Interest Period for the applicable Term CDOR Rate Loan, the Borrower shall be deemed to have elected clause (I1) above. Upon any 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 10.052.14. 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 Base Rate 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 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, (i) the Borrower may revoke any pending request for a an RFR borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ AdvancesRFR Loans, or request for a Eurodollar Rate borrowing of, conversion to or continuation of Term Rate Eurodollar Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency and, failing that, (A) in the case of any request for any affected borrowing for Term SOFR LoansBorrowing, if applicable, the Borrower will be deemed to have converted any such request into a request for a borrowing Base Rate Loan or conversion to Base Rate Loans in the amount specified therein and (B) in the case of any request for any affected RFR Borrowing or Eurodollar Rate borrowing, in each case, in an Agreed Alternative Currency, if applicable, then such request shall be ineffective and (ii)(A) any outstanding affected Term SOFR Loans, if applicable, will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Period and (B) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term Rate Eurodollar Loans, in each case, denominated in an Agreed Alternative Currency, at the Borrower’s election, shall either (I) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternative Currency) immediately or, in the case of Term Rate Eurodollar Loans, at the end of the applicable Interest Period or Interest Payment Date, as applicable or (II) be prepaid in full immediately or, in the case of Term Rate Eurodollar Loans, at the end of the applicable Interest PeriodPeriod or Interest Payment Date, as applicable; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily 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 notice, the Borrower shall be deemed to have elected clause (I) above; provided, further that, with respect to any Term Rate Eurodollar Loan (other than a Daily Simple 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 Term Rate Eurodollar Loan, the Borrower shall be 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 a Daily Simple RFR Loan) on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.052.16. 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 Base Rate 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 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, (iA) the Borrower may revoke any pending request for a borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ AdvancesConversion to, or request for a borrowing of, conversion to or continuation of Term SOFR Advances, Adjusted Daily Simple RFR Advances, or Eurocurrency Rate LoansAdvances, in each case, to be made, converted Converted, or continued during any Benchmark Unavailability Period denominated in the applicable Currency currency and, failing that, (AI) in the case of any request for any affected borrowing for Term SOFR LoansAdvances, if applicable, the Borrower will be deemed to have converted Converted any such request into a request for a borrowing of or conversion Conversion to Adjusted Base Rate Loans Advances in the amount specified therein and (BII) in the case of any request for any affected borrowingAdjusted Daily Simple RFR Advance or Eurocurrency Rate Advance, in each case, in an Agreed a Foreign Currency, if applicable, then such request shall be ineffective and (ii)(AB)(I) any outstanding affected Term SOFR LoansAdvances, if applicable, will be deemed to have been converted Converted into Adjusted Base Rate Loans Advances at the end of the applicable Interest Period and (BII) any outstanding affected ▇▇▇▇▇ Adjusted Daily Simple RFR Advances or Term Eurocurrency Rate LoansAdvances, in each case, denominated in an Agreed a Foreign Currency, at the Borrower’s election, shall either (I1) be converted Converted into Adjusted Base Rate Loans Advances denominated in Dollars (in an amount equal to the Dollar Equivalent of Amount for such Agreed CurrencyAdvance) immediately or, in the case of Term Eurocurrency Rate LoansAdvances, at the end of the applicable Interest Period or (II2) be prepaid in full immediately or, in the case of Term Eurocurrency Rate LoansAdvances, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ Adjusted Daily Simple RFR Advance, if no election is made by the Borrower by the date that is three (3) Business Days after receipt by the Borrower of such notice, the Borrower shall be deemed to have elected clause (I1) above; provided, further that, with respect to any Term Eurocurrency Rate LoanAdvance, if no election is made by the Borrower by the earlier of (x) the date that is three (3) Business Days after receipt by the Borrower of such notice and (y) the last day of the current Interest Period for the applicable Term Eurocurrency Rate LoanAdvance, the Borrower shall be deemed to have elected clause (I1) above. Upon any such prepayment or conversionConversion, the Borrower shall also pay accrued interest (except with respect to any prepayment or Conversion of an Adjusted Daily Simple RFR Advance) on the amount so prepaid or convertedConverted, together with any additional amounts required pursuant to Section 10.052.8. 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 Adjusted Base Rate 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 Adjusted Base Rate.

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 pending request for a borrowing Borrowing of, conversion notice to or continuation rollover notice of ▇▇▇▇▇ ▇▇▇▇ Advances, RFR Loans or request for a borrowing of, conversion to Eurocurrency Rate Loans or continuation of Term Rate RFR Loans, as applicable in each case, case to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency currency and, failing that, (Ai)(x) in the case of any request for Borrowing of any affected borrowing for Daily Simple RFR Loans or Eurocurrency Rate Loans, in each case denominated in Dollars or any affected Term SOFR Loans, if applicable, the Borrower Borrowers will be deemed to have converted any such request or notice into a request for a borrowing Borrowing of or conversion notice to Base Reference Rate Loans in the amount specified therein therein, and (By) in the case of any request Request for Borrowing of any affected borrowingDaily Simple RFR Loans in an Alternative Currency or Eurocurrency Rate Loans, in each case, case in an Agreed Alternative Currency, if applicable, then such request shall be ineffective ineffective, and (ii)(Aii)(x) any outstanding affected SOFR Daily Simple RFR Loans or Eurocurrency Rate Loans, in each case denominated in Dollars, if applicable, will be deemed to have been converted into Base Reference Rate Loans immediately or, in the case of(y) any outstanding affected Term RFRSOFR Loans or Eurocurrency, if applicable, will be deemed to have been converted into Reference Rate Loans, at the end of the applicable Interest Period Period, and (Byz) any outstanding affected ▇▇▇▇▇ Advances Daily Simple RFR Loans in an Alternative Currency or Term Eurocurrency Rate Loans, in each case, case denominated in an Agreed Alternative Currency, at the Borrower’s Borrowers’ election, shall either (I1) be converted into Base Reference Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed suchthe applicable Alternative Currency) immediately or, in the case of Term TermDaily Simple RFR Loans in an Alternative Currency or Eurocurrency Rate Loans, at the end of the applicable Interest Period in the case of Eurocurrency Rate Loans, or (II2) be prepaid in full immediately or, in the case of Term TermDaily Simple RFR Loans or Eurocurrency Rate LoansLoansin an Alternative Currency, or at the end of the applicable Interest PeriodPeriod in the case of Eurocurrency Rate Loans; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily Simple RFR Loan in an Alternative Currency, if no election is made by the Borrower Borrowers by the date that is three (3) Business Days after receipt by the Borrower Borrowers of such notice, the Borrower Borrowers shall be deemed to have elected clause (I1) above; provided, further that, with respect to any Eurocurrency Rate Loan or Term Rate RFR Loan, if no election is made by the Borrower Borrowers by the earlier of (xA) the date that is three (3) Business Days after receipt by the Borrower Borrowers of such notice and (yB) the last day of the current Interest Period for the applicable Eurocurrency Rate Loan or Term Rate RFR Loan, the Borrower Borrowers shall be deemed to have elected clause (I1) above. Upon any such prepayment or conversion, the Borrower Borrowers shall also pay accrued interest on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.05. 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 Available Tenor, the component of Base Rate 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 Base Rate4.5.

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, (i) the Borrower may revoke any pending request for a borrowing SOFR Borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, SOFR Loans or request for a borrowing of, any Borrowing of Alternative Currency Loans or conversion to or continuation of Term Rate Alternative Currency Loans, in each caseas applicable, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency currency and, failing that, (A) in the case of any request for any affected borrowing for SOFR LoansBorrowing, if applicable, the Borrower will be deemed to have converted any such request into a request for a borrowing Borrowing of or conversion to Base Rate Loans in the amount specified therein and (B) in the case of any request for any affected borrowing, in each case, in an Agreed CurrencyAlternative Currency Loan, if applicable, then such request shall be ineffective and (ii)(A) any outstanding affected SOFR Loans, if applicable, will be deemed to have been converted into Base Rate Loans immediately in the case of any Daily Simple SOFR Loan and at the end of the applicable Interest Period in the case of any Term SOFR Loan and (B) any outstanding affected ▇▇▇▇▇ Advances or Term Rate Loans, in each case, denominated in an Agreed CurrencyAlternative Currency Loan(s), at the Borrower’s election, shall either (I) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternative Currency) immediately 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 ▇▇▇▇▇ ▇▇▇▇ Advance, if no election is made by the Borrower by the date that is three Business Days after receipt by the Borrower of such notice, the Borrower shall be deemed to have elected clause (I) above; provided, further that, with respect to any Term Rate 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 Term Rate Alternative Currency Loan, 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 amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.05. During a Benchmark Unavailability Period with respect to any Benchmark or at any time that a tenor for any the then-current Benchmark is not an Available Tenor, the component of Base Rate based upon the any 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.

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 pending request for a borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, RFR Loans or request for a borrowing of, conversion to or continuation of Term 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, (AA)(I) in the case of any request for any affected borrowing for SOFR RFR Loans or a Eurocurrency Rate Loans, in each case, denominated in U.S. Dollars, if applicable, the Borrower Company will be deemed to have converted any such request into a request for a borrowing of or conversion to Base Rate Loans in the amount specified therein and (BII) in the case of any request for any affected borrowingRFR Loan or Eurocurrency Rate Loan, in each case, in an Agreed Alternative Currency, if applicable, then such request shall be ineffective and (ii)(AB)(I) any outstanding affected SOFR RFR Loans or Eurocurrency Rate Loans, in each case, denominated in U.S. Dollars, if applicable, will be deemed to have been converted into Base Rate Loans immediately or, in the case of Term RFR Loans or Eurocurrency Rate Loans, at the end of the applicable Interest Period and (BII) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term Eurocurrency Rate Loans, in each case, denominated in an Agreed Alternative Currency, at the BorrowerCompany’s election, shall either (I) be i)be converted into Base Rate Loans denominated in U.S. Dollars (in an amount equal to the U.S. Dollar Equivalent of such Agreed Alternative Currency) immediately or, in the case of Term RFR Loans or Eurocurrency Rate Loans, at the end of the applicable Interest Period or (IIii) 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 ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily Simple RFR Loan, if no election is made by the Borrower Company by the date that is three (3) Business Days after receipt by the Borrower Company of such notice, the Borrower Company shall be deemed to have elected clause (I1) above; provided, further that, with respect to any Eurocurrency Rate Loan or Term Rate RFR Loan, if no election is made by the Borrower Company by the earlier of (x) the date that is three (3) Business Days after receipt by the Borrower Company of such notice and (y) the last day of the current Interest Period for the applicable Eurocurrency Rate Loan or Term Rate RFR Loan, the Borrower Company shall be deemed to have elected clause (I1) above. Upon any such prepayment or conversion, the Borrower Company shall also pay accrued interest on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.058.4. 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, the component of Base Rate 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 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 (on behalf of the relevant Borrowers) may revoke any pending request for a borrowing SOFR Borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ AdvancesSOFR Loans, or request for a borrowing EURIBOR Borrowing of, conversion to or continuation of Term Rate EURIBOR Loans, or a Swing Line Borrowing of Swing Line Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency currency and, failing that, (A) in the case of any request for any affected borrowing for SOFR LoansBorrowing, if applicable, the Borrower Company will be deemed to have converted any such request into a request for a borrowing Base Rate Borrowing or conversion to Base Rate Loans in the amount specified therein and (B) in the case of any request for any affected borrowing, in each case, in an Agreed Currency, if applicableEURIBOR Borrowing or Swing Line Borrowing, then such request shall be ineffective and (ii)(A) any outstanding affected SOFR Loans, if applicable, will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Period and (B) any outstanding affected ▇▇▇▇▇ Advances or Term Rate EURIBOR Loans, in each case, denominated in an Agreed Currency, at the BorrowerCompany’s election, shall either (I) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the U.S. Dollar Equivalent of such Agreed CurrencyEquivalent) immediately or, in the case of Term Rate Loans, or at the end of the applicable Interest Period or (II) be prepaid in full immediately or, in the case of Term Rate Loans, or at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ Advance, if no election is made by the Borrower by the date that is three Business Days after receipt by the Borrower of such notice, the Borrower shall be deemed to have elected clause (I) above; provided, further that, with respect to any Term Rate EURIBOR Loan, if no election is made by the Borrower Company by the earlier of (x) the date that is three Business Days after receipt by the Borrower Company of such notice and (y) the last day of the current Interest Period for the applicable Term Rate EURIBOR Loan, the Borrower Company shall be deemed to have elected clause (I) above. Upon any such prepayment or conversion, the Borrower Company shall also pay accrued interest on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.057.01. 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 Base Rate 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 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, (i) the Borrower may revoke any pending request for a borrowing an RFR Borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ AdvancesRFR Loans, or request for a borrowing Term SOFR Borrowing of, conversion to or continuation of Term SOFR Loans, or a Eurocurrency Rate Borrowing of, conversion to or continuation of 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, (A) in the case of any request for any affected borrowing for SOFR Loans, if applicable, the Borrower will be deemed to have converted any such request into a request for a borrowing Base Rate Borrowing or conversion to Base Rate Loans in the amount specified therein and (B) in the case of any request for any affected borrowingRFR Borrowing or Eurocurrency Rate Borrowing, in each case, in an Agreed Alternative Currency, if applicable, then such request shall be ineffective and (ii)(A) any outstanding affected SOFR LoansLoans denominated in Dollars, if applicable, will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Period immediately and (B) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term Eurocurrency Rate Loans, in each case, denominated in an Agreed Alternative Currency, at the Borrower’s election, shall either (I) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternative Currency) immediately or, in the case of Term Eurocurrency Rate Loans, at the end of the applicable Interest Period or (II) be prepaid in full immediately or, in the case of Term Eurocurrency Rate Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ AdvanceRFR Loan, if no election is made by the Borrower by the date that is three Business Days after receipt by the Borrower of such notice, the Borrower shall be deemed to have elected clause (I) above; provided, further that, with respect to any Term Eurocurrency Rate 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 Term Eurocurrency Rate Loan, the Borrower shall be 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 a RFR Loan) on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.053.05. 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 Available Tenor, the component of the Base Rate 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.

Benchmark Unavailability Period. Upon the BorrowerCompany’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given Benchmark, (iA) the Borrower Borrowers may revoke any pending request for a borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, RFR Loans or request for a borrowing of, conversion to or continuation of Term Eurocurrency Rate Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Agreed Currency and, failing that, (AI) in the case of any request for any affected borrowing for SOFR Term RFR Loans, if applicable, the applicable Borrower will be deemed to have converted any such request into a request for a borrowing of or conversion to Base Floating Rate Loans in the amount specified therein and (BII) in the case of any request for any affected borrowingRFR Loan or Eurocurrency Rate Loan, in each case, in an Agreed Alternative Currency, if applicable, then such request shall be ineffective and (ii)(AB) (I) any outstanding affected SOFR Term RFR Loans, if applicable, will be deemed to have been converted into Base Floating Rate Loans at the end of the applicable Interest Period and (BII) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term Eurocurrency Rate Loans, in each case, denominated in an Agreed Alternative Currency, at the applicable Borrower’s election, shall either (I1) be converted into Base Floating Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent Amount of such Agreed Alternative Currency) immediately or, in the case of Term Eurocurrency Rate Loans, at the end of the applicable Interest Period or (II2) be prepaid in full immediately or, in the case of Term Eurocurrency Rate Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily Simple RFR Loan, if no election is made by the applicable Borrower by the date that is three (3) Business Days after receipt by the Borrower Company of such notice, the Borrower Borrowers shall be deemed to have elected clause (I1) above; provided, further that, with respect to any Term Eurocurrency Rate Loan, if no election is made by the applicable Borrower by the earlier of (x) the date that is three (3) Business Days after receipt by the Borrower Company of such notice and (y) the last day of the current Interest Period for the applicable Term Eurocurrency Rate Loan, the Borrower Borrowers shall be deemed to have elected clause (I1) above. Upon any such prepayment or conversion, the Borrower Borrowers shall also pay accrued interest (except with respect to any prepayment or conversion of a Daily Simple RFR Loan) on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.054.3. 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 Benchmark Unavailability Period or such tenor for such Benchmark, as applicable, will not be used in any determination of 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, (iA) the Borrower may revoke any pending request for a borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ AdvancesTerm SOFR Loans, RFR Loans or request for a borrowing of, conversion to or continuation of Term 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, (AI) in the case of any request for any affected borrowing for Term SOFR Loans, if applicable, the Borrower will be deemed to have converted any such request into a request for a borrowing of or conversion to Base Rate Loans in the amount specified therein and (BII) in the case of any request for any affected borrowingRFR Loan or Eurocurrency Rate Loan, in each case, in an Agreed Alternative Currency, if applicable, then such request shall be ineffective and (ii)(AB)(I) any outstanding affected Term SOFR Loans, if applicable, will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Period and (BII) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term Eurocurrency Rate Loans, in each case, denominated in an Agreed Alternative Currency, at the Borrower’s election, shall either (I1) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternative Currency) immediately or, in the case of Term Eurocurrency Rate Loans, at the end of the applicable Interest Period or (II2) be prepaid in full immediately or, in the case of Term Eurocurrency Rate Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily Simple RFR Loan, if no election is made by the Borrower by the date that is three (3) Business Days after receipt by the Borrower of such notice, the Borrower shall be deemed to have elected clause (I1) above; provided, further that, with respect to any Term Eurocurrency Rate Loan, if no election is made by the Borrower by the earlier of (x) the date that is three (3) Business Days after receipt by the Borrower of such notice and (y) the last day of the current Interest Period for the applicable Term Eurocurrency Rate Loan, the Borrower shall be deemed to have elected clause (I1) above. Upon any such prepayment or conversion, the Borrower shall also pay accrued interest (except with respect to any prepayment or conversion of a Daily Simple RFR Loan) on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.052.17. 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 Base Rate 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 Base Rate.

Benchmark Unavailability Period. Upon the Parent Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given Benchmark, (i) the applicable Borrower may revoke any pending request for a borrowing an RFR Borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ AdvancesRFR Loans, or request for a borrowing Eurocurrency Rate Borrowing of, conversion to or continuation of Term 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, (A) in the case of any request for any affected borrowing for Term SOFR LoansBorrowing, if applicable, the applicable Borrower will be deemed to have converted any such request into a request for a borrowing Base Rate Borrowing or conversion to Base Rate Loans in the amount specified therein and (B) in the case of any request for any affected borrowingRFR Borrowing or Eurocurrency Rate Borrowing, in each case, in an Agreed Alternative Currency, if applicable, then such request shall be ineffective and (ii)(A) any outstanding affected Term SOFR Loans, if applicable, will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Period and (B) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term Eurocurrency Rate Loans, in each case, denominated in an Agreed Alternative Currency, at the Borrower’s election, shall either (I) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternative Currency) immediately or, in the case of Term Eurocurrency Rate Loans, at the end of the applicable Interest Period or (II) be prepaid in full immediately or, in the case of Term Eurocurrency Rate Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily Simple RFR Loan, if no election is made by the applicable Borrower by the date that is three Business Days after receipt by the Parent Borrower of such notice, the applicable Borrower shall be deemed to have elected clause (I) above; provided, further that, with respect to any Term Eurocurrency Rate 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 Parent Borrower of such notice and (y) the last day of the current Interest Period for the applicable Term Eurocurrency Rate Loan, the applicable 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 10.0510.4. 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, the 117 component of Base Rate 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 Base Rate.

Benchmark Unavailability Period. Upon the BorrowerAdministrative ▇▇▇▇▇▇▇▇’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given Benchmark, (i) the Administrative Borrower may revoke any pending request for a borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, RFR Loans or request for a borrowing of, conversion to or continuation of Term Eurodollar Fixed Rate Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency and, failing that, (AA)(I) in the case of any request for any affected borrowing for SOFR RFR Loans or a Eurodollar Fixed Rate Loans, in each case, denominated in Dollars, if applicable, the Administrative Borrower will be deemed to have converted any such request into a request for a borrowing of or conversion to Base Rate Loans in the amount specified therein and (BII) in the case of any request for any affected borrowingRFR Loan or Eurodollar Fixed Rate Loan, in each case, in an Agreed Alternate Currency, if applicable, then such request shall be ineffective and (ii)(AB)(I) any outstanding affected SOFR RFR Loans or Eurodollar Fixed Rate Loans, in each case, denominated in Dollars, if applicable, will be deemed to have been converted into Base Rate Loans immediately or, in the case of Term RFR Loans or Eurodollar Fixed Rate Loans, at the end of the applicable Interest Period and (BII) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term Eurodollar Fixed Rate Loans, in each case, denominated in an Agreed Alternate Currency, at the Borrower’s election, shall either (I1)(1) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternate Currency) immediately or, in the case of Term RFR Loans or Eurodollar Fixed Rate Loans, at the end of the applicable Interest Period or (II2)(2) be prepaid in full immediately or, in the case of Term RFR Loans or Eurodollar Fixed Rate Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily Simple RFR Loan, if no election is made by the Borrower Borrowers by the date that is three (3) Business Days after receipt by the Administrative Borrower of such notice, the Borrower Borrowers shall be deemed to have elected clause (I1)(1) above; provided, further that, with respect to any Eurodollar Fixed Rate Loan or Term Rate RFR Loan, if no election is made by the Administrative Borrower by the earlier of (x) the date that is three (3) Business Days after receipt by the Administrative Borrower of such notice and (y) the last day of the current Interest Period for the applicable Eurodollar Fixed Rate Loan or Term Rate RFR Loan, the Borrower Borrowers shall be deemed to have elected clause (I1) above. Upon any such prepayment or conversion, the Borrower Borrowers shall also pay accrued interest on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.0511.6. 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 Base Rate 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 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, (i) the Borrower may revoke any pending request for Term Benchmark Borrowing of, conversion to or continuation of Term Benchmark Loans, or a borrowing ▇▇▇▇▇ Borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, or request for a borrowing of, conversion to or continuation of Term Rate Loans▇▇, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Agreed Currency and, failing that, (A) in the case of any request for any affected borrowing for SOFR LoansTerm Benchmark Borrowing in Dollars, if applicable, the Borrower will be deemed to have converted any such request into a request for a borrowing an ABR Borrowing or conversion to Base Rate ABR Loans in the amount specified therein and (B) in the case of any request for any affected borrowingTerm Benchmark Borrowing or ▇▇▇▇▇ Borrower, in each case, in an Agreed a Foreign Currency, if applicable, then such request shall be ineffective and (ii)(A) any outstanding affected SOFR LoansTerm Benchmark Loans denominated in Dollars, if applicable, will be deemed to have been converted into Base Rate ABR Loans at the end of the applicable Interest Period immediately and (B) any outstanding affected Term Benchmark Loans or ▇▇▇▇▇ Advances or Term Rate Loans, in each case, denominated in an Agreed a Foreign Currency, at the Borrower’s election, shall either (I) be converted into Base Rate ABR Loans denominated in Dollars (in an amount equal to the Dollar Equivalent equivalent thereof in Dollars of such Agreed Foreign Currency) immediately or, in the case of Term Rate Benchmark Loans, at the end of the applicable Interest Period or (II) be prepaid in full immediately or, in the case of Term Rate Benchmark Loans, at the end of the applicable Interest Period; provided that, that with respect to any ▇▇▇▇▇ ▇▇▇▇ AdvanceLoan, if no election is made by the Borrower by the date that is three (3) Business Days after receipt by the Borrower of such notice, the Borrower shall be deemed to have elected clause (I) above; provided, further that, with respect to any Term Rate Benchmark Loan, if no election is made by the Borrower by the earlier of (x) the date that is three (3) Business Days after receipt by the Borrower of such notice and (y) the last day of the current Interest Period for the applicable Term Rate Benchmark Loan, 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 amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.052.15. 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 Base Rate ABR 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 Base RateABR.

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given Benchmark, (iA) the Borrower may revoke any pending request for a borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ AdvancesTerm SOFR Loans, RFR Loans or request for a borrowing of, conversion to or continuation of Term 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, (AI) in the case of any request for any affected borrowing for RFR Loans or a Eurocurrency Rate Loans, in each case, denominated in DollarsTerm SOFR Loans, if applicable, the Borrower will be deemed to have converted any such request into a request for a borrowing of or conversion to Base Rate Loans in the amount specified therein and (BII) in the case of any request for any affected borrowingRFR Loan or Eurocurrency Rate Loan, in each case, in an Agreed Alternative Currency, if applicable, then such request shall be ineffective and (ii)(AB)(I) any outstanding affected RFR Loans or Eurocurrency Rate Loans, in each case, denominated in DollarsTerm SOFR Loans, if applicable, will be deemed to have been converted into Base Rate Loans immediately or, in the case of Term RFR Loans or Eurocurrency Rate Loans, at the end of the applicable Interest Period and (BII) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term Eurocurrency Rate Loans, in each case, denominated in an Agreed Alternative Currency, at the Borrower’s election, shall either _(I1) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternative Currency) immediately or, in the case of Term RFR Loans or Eurocurrency Rate Loans, at the end of the applicable Interest Period or (II) 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 ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily Simple RFR Loan, if no election is made by the Borrower by the date that is three (3) Business Days after receipt by the Borrower of such notice, the Borrower shall be deemed to have elected clause (I1) above; provided, further that, with respect to any Eurocurrency Rate Loan or Term Rate RFR Loan, if no election is made by the Borrower by the earlier of (x) the date that is three (3) 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 Rate RFR Loan, the Borrower shall be deemed to have elected clause (I1) above. Upon any such prepayment or conversion, the Borrower shall also pay accrued interest (except with respect to any prepayment or conversion of a Daily Simple RFR Loan) on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.052.17. 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 Base Rate 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 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, (i) the Borrower may revoke any pending request for a borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, RFR Loans or request for a borrowing of, conversion to or continuation of Term Eurocurrency Rate Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Agreed Currency and, failing that, (AA)(I) in the case of any request for any affected borrowing for SOFR Term RSOFR Loans or a Eurocurrency Rate Loans, in each case, denominated in Dollars, if applicable,Loans, the Borrower will be deemed to have converted any such request into a request for a borrowing of or conversion to Base Rate ABR Loans in the amount specified therein and (BII) in the case of any request for any affected borrowingRFR Loan or Eurocurrency Rate Loan, in each case, in an Agreed Alternative Currency, if applicable, then such request shall be ineffective and (ii)(AB)(I) any outstanding affected SOFR Term RSOFR Loans or Eurocurrency Rate Loans, in each case, denominated in Dollars, if applicable, will be deemed to have been converted into Base ABR Loans immediately or, in the case of Term RFR Loans or Eurocurrency Rate Loans Loans, at the end of the applicable Interest Period and (BII) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term Eurocurrency Rate Loans, in each case, denominated in an Agreed Alternative Currency, at the Borrower’s election, shall either (I1) be converted into Base Rate ABR Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternative Currency) immediately or, in the case of Term RFR Loans or Eurocurrency Rate Loans, at the end of the applicable Interest Period or (II2) 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 ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily Simple RFR Loan, if no election is made by the Borrower by the date that is three (3) Business Days after receipt by the Borrower of such notice, the Borrower shall be deemed to have elected clause (I1) above; provided, further that, with respect to any Eurocurrency Rate Loan or Term Rate RFR Loan, if no election is made by the Borrower by the earlier of (x) the date that is three (3) 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 Rate RFR Loan, the Borrower shall be deemed to have elected clause (I1) above. Upon any 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 10.052.11. 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 Base Rate ABR 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 Base RateABR.

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 request for a borrowing an RFR Borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ AdvancesRFR Loans, or request for a borrowing Term Benchmark Borrowing of, conversion to or continuation of Term Rate Benchmark Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency currency and, failing that, (A) in the case of any request for any affected borrowing for SOFR LoansRFR Borrowing in Dollars, if applicable, the Borrower will be deemed to have converted any such request into a request for a borrowing Borrowing of or conversion to Base Rate ABR Loans in the amount specified therein and (B) in the case of any request for any affected borrowingRFR Borrowing or Term Benchmark Borrowing, in each case, in an Agreed Alternate Currency, if applicable, then such request shall be ineffective and (ii)(A) any outstanding affected SOFR LoansRFR Loans denominated in Dollars, if applicable, will be deemed to have been converted into Base Rate ABR Loans at the end of the applicable Interest Period immediately and (B) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term Rate Benchmark Loans, in each case, denominated in an Agreed Alternate Currency, at the Borrower’s election, shall either (I) be converted into Base Rate ABR Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternate Currency) immediately or, in the case of Term Rate Benchmark Loans, at the end of the applicable Interest Period or (II) be prepaid in full immediately or, in the case of Term Rate Benchmark Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ AdvanceRFR Loan, if no election is made by the Borrower by the date that is three Business Days after receipt by the Borrower of such notice, the Borrower shall be deemed to have elected clause (I) above; provided, further that, with respect to any Term Rate Benchmark 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 Term Rate Benchmark Loan, the Borrower shall be 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 a RFR Loan) on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.052.16. 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 Base Rate ABR 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 Base RateABR.

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given BenchmarkPeriod, (i) the Borrower may revoke any pending request for a borrowing Eurocurrency Borrowing or RFR Borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, Eurocurrency Loans or request for a borrowing of, conversion to or continuation of Term Rate Loans, SOFR Loans in each case, affected Currency to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency and, failing that, (Ai) in the case of any a request for any affected borrowing for SOFR Loans, if applicablea Dollar Borrowing, the Borrower will be deemed to have converted any such request into a request for a borrowing Borrowing of or conversion to Base Rate Loans in the amount specified therein an ABR Loan, and (Bii) in the case of any a request for any affected borrowing, a Eurocurrency Borrowing or a RFR Borrowing in each case, in an Agreed Currency, if applicable, then such request shall be ineffective and (ii)(A) any outstanding affected SOFR Loans, if applicable, will be deemed to have been converted into Base Rate Loans at the end of the applicable Interest Period and (B) any outstanding affected ▇▇▇▇▇ Advances Sterling or Term Rate Loans, in each case, denominated in an Agreed CurrencySwiss Francs, at the Borrower’s election, shall either (I1) be converted into Base Rate Loans an ABR Borrowing denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed affected Currency) immediately in the case of a RFR Borrowing in Sterling or Swiss Francs or, in the case of Term Rate Loansa Eurocurrency Borrowing, at the end of the applicable Interest Period Period, or (II2) be prepaid in full immediately in the case of a RFR Borrowing in Sterling or Swiss Francs or, in the case of Term Rate Loansa Eurocurrency Borrowing, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ Advance, that if no election is made by the Borrower by the date that is three Business Days after receipt by the Borrower of such noticenotice or, in the case of a Eurocurrency Borrowing, the last day of the current Interest Period for the applicable Eurocurrency Loan, if earlier, the Borrower shall be deemed to have elected clause (I) above; provided, further that, with respect to any Term Rate 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 Term Rate Loan, the Borrower shall be deemed to have elected clause (I1) above. Upon During any 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 10.05. During a Benchmark Unavailability Period with respect to any Benchmark or at any time that a tenor for any the 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 Benchmark Unavailability Period or such tenor for such Benchmark, as applicable, will not be used in any determination of Alternate Base Rate.

Benchmark Unavailability Period. Upon the Parent Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period with respect to a given Benchmark, (iA) the Parent Borrower may revoke any pending request for a borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, RFR Loans or request for a borrowing of, conversion to or continuation of Term 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, (AI) in the case of any request for any affected borrowing for SOFR RFR Loans or a Eurocurrency Rate Loans, in each case, denominated in Dollars, if applicable, the Parent Borrower will be deemed to have converted any such request into a request for a borrowing of or conversion to Base Rate Loans in the amount specified therein and (BII) in the case of any request for any affected borrowingRFR Loan or Eurocurrency Rate Loan, in each case, in an Agreed a Foreign Currency, if applicable, then such request shall be ineffective and (ii)(AB)(I) any outstanding affected SOFR RFR Loans or Eurocurrency Rate Loans, in each case, denominated in Dollars, if applicable, will be deemed to have been converted into Base Rate Loans immediately or, in the case of Term RFR Loans or Eurocurrency Rate Loans, at the end of the applicable Interest Period and (BII) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term Eurocurrency Rate Loans, in each case, denominated in an Agreed a Foreign Currency, at the Parent Borrower’s election, shall either (I1) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Foreign Currency) immediately or, in the case of Term RFR Loans or Eurocurrency Rate Loans, at the end of the applicable Interest Period or (II2) 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 ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily Simple RFR Loan, if no election is made by the Parent Borrower by the date that is three (3) Business Days after receipt by the Parent Borrower of such notice, the Borrower Borrowers shall be deemed to have elected clause (I1) above; provided, further that, with respect to any Eurocurrency Rate Loan or Term Rate RFR Loan, if no election is made by the Parent Borrower by the earlier of (x) the date that is three (3) Business Days after receipt by the Parent Borrower of such notice and (y) the last day of the current Interest Period for the applicable Eurocurrency Rate Loan or Term Rate RFR Loan, the Parent Borrower shall be deemed to have elected clause (I1) above. Upon any such prepayment or conversion, the Borrower Borrowers shall also pay accrued interest (except with respect to any prepayment or conversion of a Daily Simple RFR Loan) on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.052.15. 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 Base Rate 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 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, (i) the Borrower may revoke any pending request for a borrowing Borrowingborrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, or request for a borrowing of, conversion RFR Loans subject to or continuation of Term such Benchmark Unavailability Periodor Eurocurrency Rate Loans, in each case, to be made, converted or continued during any suchany Benchmark Unavailability Period denominated in the applicable Currency and, failing that, (AA)(I) in the case of any aany request for any Borrowing of, conversion to or continuation of Loansany affected borrowing for SOFR RFR Loans or a Eurocurrency Rate Loans, in each case, denominated in Dollars, if applicable, the Borrower will be deemed to have converted any such request into a request for a borrowing Borrowingborrowing of or conversion to Base Rate Loans in the amount specified therein and (BiiII) in the case of any aany request for a Borrowing of , conversion to or continuation of Loans denominated in any any affected borrowingRFR Loan or Eurocurrency Rate Loan, in each case, in an Agreed a Foreign Currency, if applicable, then such request shall be ineffective ineffective. During any and (ii)(AB)(I) any outstanding affected SOFR RFR Loans or Eurocurrency Rate Loans, in each case, denominated in Dollars, if applicable, will be deemed to have been converted into Base Rate Loans immediately or, in the case of Term RFR Loans or Eurocurrency Rate Loans, at the end of the applicable Interest Period and (BII) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term Eurocurrency Rate Loans, in each case, denominated in an Agreed a Foreign Currency, at the Borrower’s election, shall either (IA) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent Amount of such Agreed Foreign Currency) immediately or, in the case of Term RFR Loans or Eurocurrency Rate Loans, at the end of the applicable Interest Period or (IIB) 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 ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily Simple RFR Loan, if no election is made by the Borrower by the date that is three (3) Business Days after receipt by the Borrower of such notice, the Borrower shall be deemed to have elected clause (IA) above; provided, further that, with respect to any Eurocurrency Rate Loan or Term Rate RFR Loan, if no election is made by the Borrower by the earlier of (x) the date that is three (3) 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 Rate RFR Loan, the Borrower shall be deemed to have elected clause (I1) above. Upon any 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 10.052.17. 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 Base Rate or any other Benchmark that is 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 RateRate or such other Benchmark.

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 pending request for a borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, RFR Loans or request for a borrowing of, conversion to or continuation of Term 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, (AA)(I) in the case of any request for any affected borrowing for SOFR RFR Loans or a Eurocurrency Rate Loans, in each case, denominated in Dollars, if applicable, the Borrower Borrowers will be deemed to have converted any such request into a request for a borrowing of or conversion to Base Rate Loans in the amount specified therein and (BII) in the case of any request for any affected borrowingRFR Loan or Eurocurrency Rate Loan, in each case, in an Agreed Alternate Currency, if applicable, then such request shall be ineffective and (ii)(AB)(I) any outstanding affected SOFR RFR Loans or Eurocurrency Rate Loans, in each case, denominated in Dollars, if applicable, will be deemed to have been converted into Base Rate Loans immediately or, in the case of Term RFR Loans or Eurocurrency Rate Loans, at the end of the applicable Interest Period and (BII) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term Eurocurrency Rate Loans, in each case, denominated in an Agreed Alternate Currency, at the Borrower’s Borrowers’ election, shall either (I1) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternate Currency) immediately or, in the case of Term RFR Loans or Eurocurrency Rate Loans, at the end of the applicable Interest Period or (II2) 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 ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily Simple RFR Loan, if no election is made by the Borrower Borrowers by the date that is three five (5) Business Days after receipt by the Borrower Borrowers of such notice, the Borrower Borrowers shall be deemed to have elected clause (I1) above; provided, further that, with respect to any Eurocurrency Rate Loan or Term Rate RFR Loan, if no election is made by the Borrower Borrowers by the earlier of (x) the date that is three five (5) Business Days after receipt by the Borrower Borrowers of such notice and (y) the last day of the current Interest Period for the applicable Eurocurrency Rate Loan or Term Rate RFR Loan, the Borrower Borrowers shall be deemed to have elected clause (I1) above. Upon any such prepayment or conversion, the Borrower Borrowers shall also pay accrued interest on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.052.11. 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 Base Rate 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 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, (i) the Borrower may revoke any pending request for a borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, or request for a borrowing Term Benchmark Borrowing of, conversion to or continuation of Term Rate Benchmark Loans, or a S▇▇▇▇ Borrowing of, conversion to or continuation of S▇▇▇▇ Loans, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Agreed Currency and, failing that, (A) in the case of any request for any affected borrowing for SOFR LoansTerm Benchmark Borrowing in Dollars, if applicable, the Borrower will be deemed to have converted any such request into a request for a borrowing an ABR Borrowing or conversion to Base Rate ABR Loans in the amount specified therein and (B) in the case of any request for any affected borrowingTerm Benchmark Borrowing or S▇▇▇▇ Borrowing, in each case, in an Agreed Alternative Currency, if applicable, then such request shall be ineffective and (ii)(A) any outstanding affected SOFR LoansTerm Benchmark Loans denominated in Dollars, if applicable, will be deemed to have been converted into Base Rate ABR Loans at the end of the applicable Interest Period immediately and (B) any outstanding affected ▇Term Benchmark Loans or S▇▇▇▇ Advances or Term Rate Loans, in each case, denominated in an Agreed Alternative Currency, at the Borrower’s election, shall either (I) be converted into Base Rate ABR Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternative Currency) immediately or, in the case of Term Rate Benchmark Loans, at the end of the applicable Interest Period or (II) be prepaid in full immediately or, in the case of Term Rate Benchmark Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇S▇▇▇▇ ▇▇▇▇ AdvanceLoan, if no election is made by the Borrower by the date that is three Business Days after receipt by the Borrower of such notice, the Borrower shall be deemed to have elected clause (I) above; provided, further that, with respect to any Term Rate Benchmark 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 Term Rate Benchmark Loan, 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 amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.052.16. 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 Base Rate ABR 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 Base RateABR.

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 pending request for a borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, or request for a borrowing Borrowing of, conversion to or continuation of Term Rate 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 currency and, failing that, (A) in the case of any request for any affected borrowing for Term SOFR LoansBorrowing, if applicable, the applicable Borrower will be deemed to have converted any such request into a request for a borrowing an Alternate Base Rate Borrowing or conversion to Alternate Base Rate Loans in the amount specified therein and (B) in the case of any request for any affected borrowing, in each case, in an Agreed CurrencyEurocurrency Rate Borrowing or ▇▇▇▇▇ Borrowing, if applicable, then such request shall be ineffective and (ii)(A) any outstanding affected Term SOFR Loans, if applicable, will be deemed to have been converted into Alternate Base Rate Loans at the end of the applicable Interest Period and (B) any outstanding affected Eurocurrency Loans or ▇▇▇▇▇ Advances or Term Rate Loans, in each case, denominated in an Agreed Currency, at the applicable Borrower’s election, shall either (I) be converted into Alternate Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Committed Currency) immediately or, in the case of Term Rate Eurocurrency Loans, at the end of the applicable Interest Period or (II) be prepaid in full immediately or, in the case of Term Rate Eurocurrency Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ Advance▇, if no election is made by the such Borrower by the date that is three Business Days after receipt by the Borrower Representive of such notice, the such Borrower shall be deemed to have elected clause (I) above; provided, further that, with respect to any Term Rate Eurocurrency Loan, if no election is made by the 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 Term Rate Eurocurrency Loan, the such Borrower shall be deemed to have elected clause (I) above. Upon any such prepayment or conversion, the Borrower Borrowers shall also pay accrued interest on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.053.4. 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, the component of Alternate Base Rate 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 Alternate Base Rate.

Benchmark Unavailability Period. Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period Period, (i) with respect to a given Benchmarkamounts denominated in US Dollars, (iA) the Borrower may revoke any pending request for a borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ Advances, or request for a borrowing of, conversion to or continuation of Term Rate Loans, in each case, Loans to be made, converted or continued during any that would bear interest by reference to the affected Benchmark Unavailability Period denominated in (to the applicable Currency extent of the affected amounts or Interest Periods, as applicable) until the Borrower’s receipt of notice from the Administrative Agent that a Benchmark Replacement has replaced such Benchmark and, failing that, (A) in the case of any request for any affected borrowing for SOFR Loans, if applicable, the Borrower will be deemed to have converted any such request into a request for a borrowing of or conversion to Base Rate ABR Loans in the amount specified therein and (B) in the case of any request for any affected borrowingif not prepaid, in each case, in an Agreed Currency, if applicable, then such request shall be ineffective and (ii)(A) any outstanding affected SOFR Loans, if applicable, Loans will be deemed converted to have been converted into Base Rate ABR Loans at the end of the applicable Interest Period therefor and (ii) with respect to amounts denominated in any Alternative Currency, (A) the Borrower shall be deemed to have revoked any pending request for a borrowing or continuation of Loans to be made or continued that would bear interest by reference to the affected Benchmark (to the extent of the affected amounts or Interest Periods, as applicable) until the Borrower’s receipt of notice from the Administrative Agent that a Benchmark Replacement has replaced such Benchmark, (B) the obligation of the Lenders to make or maintain Loans that would bear interest by reference to the affected Benchmark in the affected currency shall be suspended (to the extent of the affected amounts or Interest Periods, as applicable) and (C) any outstanding Loans in the affected ▇▇▇▇▇ Advances or Term Rate Loans, in each case, denominated in an Agreed Currency, at the Borrower’s election, currency shall either (I) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Currency) immediately 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 Loansa term rate, at the end of the applicable Interest Period; provided that, with respect at the option of the Borrower, either (x) be prepaid in full or (y) be converted into ABR Loans in an amount equal to any ▇▇▇▇▇ ▇▇▇▇ Advance, if no election is made by the Borrower by the date that is three Business Days after receipt by the Borrower US Dollar Equivalent of such noticeLoans at such time. Upon any such conversion or prepayment, the Borrower shall be deemed to have elected clause (I) above; provided, further that, with respect to any Term Rate 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 Term Rate Loan, 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 amount so prepaid converted or converted, together with any additional amounts required pursuant to Section 10.05prepaid. During a Benchmark Unavailability Period with respect to any Benchmark or at any time that a tenor for any the 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 Benchmark Unavailability Period or such tenor for such Benchmark, as applicable, will not be used in any determination of the 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 CompanyBorrowers may revoke any pending request for a borrowing of, conversion to or continuation of ▇▇▇▇▇ ▇▇▇▇ AdvancesLIBORRFR Loans or Eurocurrency Rate Loans or Swingline Loans, or request for a borrowing of, conversion to or continuation of Term Rate Loansas applicable, in each case, to be made, converted or continued during any Benchmark Unavailability Period denominated in the applicable Currency and, failing that, (AiA)(I ) in the case of any aany request for any a borrowing of, conversion to or continuation ofany affected borrowing for SOFR RFR Loans or a Eurocurrency Rate Loans, in each case, denominated in Dollars, if applicable, the Borrower Company will be deemed to have converted any such request into a request for a borrowing of or conversion to Base Rate Loans in the amount specified therein and (BiiII ) in the case of any aany request for any a borrowing of, conversion to or continuationany affected borrowingRFR Loan or Eurocurrency Rate Loan, in each case, in an Agreed Alternative Currency, if applicable, then such request shall be ineffective and (ii)(AB)(I) any outstanding affected SOFR RFR Loans or Eurocurrency Rate Loans, in each case, denominated in Dollars, if applicable, will be deemed to have been converted into Base Rate Loans immediately or, in the case of Term SOFR Loans or Eurocurrency Rate Loans, at the end of the applicable Interest Period and (BII) any outstanding affected ▇▇▇▇▇ Advances RFR Loans or Term Eurocurrency Rate Loans, in each case, denominated in an Agreed Alternative Currency, at the BorrowerBorrowers will be deemed to have converted any such request into a request for a Borrowing of or conversion toat the Company’s election, shall either (I1) be converted into Base Rate Loans denominated in Dollars (in an amount equal to the Dollar Equivalent of such Agreed Alternative Currency) immediately or, in the case of Term Eurocurrency Rate Loans, at the end of the applicable Interest Period or (II2) be prepaid in full immediately or, in the case of Term Eurocurrency Rate Loans, at the end of the applicable Interest Period; provided that, with respect to any ▇▇▇▇▇ ▇▇▇▇ AdvanceDaily Simple RFR Loan, if no election is made by the Borrower Company by the date that is three (3) Business Days after receipt by the Borrower Company of such notice, the Borrower Company shall be deemed to have elected clause (I1) above; provided, further that, with respect to any Eurocurrency Rate Loan or Term Rate SOFR Loan, if no election is made by the Borrower Company by the earlier of (x) the date that is three (3) Business Days after receipt by the Borrower Company of such notice and (y) the last day of the current Interest Period for the applicable Eurocurrency Rate Loan or Term Rate SOFR Loan, the Borrower Company shall be deemed to have elected clause (I1) above. Upon any such prepayment or conversion, the Borrower Borrowers shall also pay accrued interest on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 10.053.5. During a anya 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 Base Rate or any other Benchmark that is 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 RateRate or such other Benchmark.