Common use of Borrowings and Conversions Clause in Contracts

Borrowings and Conversions. Each Borrowing and each conversion of Loans from one Type to the other shall be made upon the Borrower’s irrevocable notice to the Lender, which may be given by telephone. Each such notice must be received by the Lender not later than 11:00 a.m. on the requested date of such Borrowing or conversion, as applicable. Each telephonic notice by the Borrower pursuant to this Section 2.02 must be confirmed promptly by delivery to the Lender of a written Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrower. Each Borrowing and each conversion shall be in a principal amount of $100,000 or a whole multiple of $100,000 in excess thereof. Each Loan Notice (whether telephonic or written) shall specify (i) whether the Borrower is requesting a Borrowing or a conversion of Loans from one Type to the other, (ii) the requested date of the Borrowing or conversion, as the case may be (which shall be a Business Day), (iii) the principal amount of Loans to be borrowed or converted, and (iv) the Type of Loans to be borrowed or to which existing Loans are to be converted. If the Borrower fails to specify a Type of a Loan in a Loan Notice, then the applicable Loans shall be made as, or converted to, Eurodollar Rate Loans. Upon satisfaction of the applicable conditions set forth in Section 5.02 (and, if such Borrowing is the initial Credit Extension, Section 5.01), the Lender shall make the requested Loan available to the Borrower either by (i) crediting the account of the Borrower on the books of Bank of America with the amount of such funds or (ii) wire transfer of such funds, in each case in accordance with instructions provided to (and reasonably acceptable to) the Lender by the Borrower; provided, however, that if, on the date of a Borrowing of Revolving Loans, there are L/C Borrowings outstanding, then the proceeds of such Borrowing, first, shall be applied to the payment in full of any such L/C Borrowings and second, shall be made available to the Borrower as provided above.

Borrowings and Conversions. Each Borrowing (a) The Borrowers shall give the Administrative Agent (which shall promptly notify the Banks) notice (substantially in the form of Exhibit 2.2 hereto) of each borrowing of a Tranche A Loan and of each conversion of Loans a loan of any Class from one Type of Loan to the other shall be made upon the Borrower’s irrevocable notice to the Lender, which may be given by telephoneanother hereunder. Each such notice must shall be received given on a Business Day and shall be irrevocable and effective only upon receipt by the Lender not later than 11:00 a.m. on the requested date of such Borrowing or conversion, as applicable. Each telephonic notice by the Borrower pursuant to this Section 2.02 must be confirmed promptly by delivery to the Lender of a written Loan Notice, appropriately completed Administrative Agent and signed by a Responsible Officer of the Borrower. Each Borrowing and each conversion shall be in a principal amount of $100,000 or a whole multiple of $100,000 in excess thereof. Each Loan Notice (whether telephonic or written) shall specify (i) whether the Borrower is requesting a Borrowing or a conversion of Loans from one Type to the other, (ii1) the requested date of the Borrowing or conversion, as aggregate amount (which shall be at least $200,000 in the case may be of a Tranche A Base Rate Loan and at least $1,000,000 in the case of a Tranche A Fixed Rate Loan) and date (which shall be a Business Day)) of the Loan to be borrowed, (iii) the principal amount of Loans to be borrowed or converted, and (iv2) the Type of Loans Loan to be borrowed borrowed, and (3) in the case of Fixed Rate Loans, the duration of the Interest Period therefor. Each such notice shall be given not later than 12:00 noon New York time on the day which is not less than the number of Business Days prior to the date of such borrowing or to which existing Loans are to be converted. If conversion specified below opposite the Borrower fails to specify a Type of such Loan: Type Business Days ---- ------------- Base Rate Loan 1 CD Loan 3 LIBOR Loan 3 Each notice of a borrowing which increases the aggregate principal amount of the Tranche A Loans outstanding shall be accompanied by a letter from the Borrowers setting forth the use of proceeds of the Loans requested in such notice. Notwithstanding anything herein to the contrary, no notice pursuant to this Section 2.2 shall be necessary upon the expiration of the Interest Period for a Fixed Rate Loan in unless the Borrowers have requested a new Fixed Rate Loan Notice, then with respect to the applicable principal amount thereof; such Loans shall automatically be made as, or converted to, Eurodollar to Base Rate Loans. Upon satisfaction . (b) If an Event of Default shall have occurred and be continuing, (1) each Base Rate Loan shall remain a Base Rate Loan and may not be reborrowed as a Fixed Rate Loan; and (2) each Fixed Rate Loan shall remain a Fixed Rate Loan until the expiration of the applicable conditions set forth in Section 5.02 Interest Period therefor at which time it shall automatically convert to a Base Rate Loan. Subject to clause (and2) of the immediately preceding sentence, if such Borrowing is the initial Credit Extension, Section 5.01)an Event of Default shall have occurred and be continuing, the Lender Borrowers shall not have the right to borrow Fixed Rate Loans. (c) Not later than 12:00 noon New York time on the date specified for each borrowing hereunder, each Bank shall make the requested Loan available to the Borrower either Administrative Agent at the Administrative Agent's Office the amount of the Loan to be made by (i) crediting it on such date in immediately available funds for the account of the Borrower on the books of Bank of America with the Borrowers. The amount of such funds or (ii) wire transfer of such funds, in each case in accordance with instructions provided to (and reasonably acceptable to) the Lender so received by the Borrower; providedAdministrative Agent shall, however, that if, on the date of a Borrowing of Revolving Loans, there are L/C Borrowings outstanding, then the proceeds of such Borrowing, first, shall be applied subject to the payment in full terms and conditions of any such L/C Borrowings and secondthis Agreement, shall be made available to the Borrower as provided aboveBorrowers by depositing the same, in immediately available funds, in an account of the Borrowers maintained with the Administrative Agent at the Administrative Agent's Office designated by the Borrowers or by wiring the same, in immediately available funds, to any account specified by the Borrowers in the notice of borrowing.

Borrowings and Conversions. Each Borrowing and each conversion of Loans from one Type (a) Borrower shall have the option, subject to the other shall provisions of this Agreement, to request that a Loan be made upon the to Borrower’s irrevocable , by giving written notice to Bank prior to 12:00 noon (Chicago time) at least three (3) Business Days before the Lenderdate on which any Loan is to be made hereunder, which may be given by telephone. Each such notice must be received by the Lender not later than 11:00 a.m. on the requested date of such Borrowing or conversion, as applicable. Each telephonic notice by the Borrower pursuant to this Section 2.02 must be confirmed promptly by delivery to the Lender of a written Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrower. Each Borrowing and each conversion shall be in a principal amount of $100,000 or a whole multiple of $100,000 in excess thereof. Each Loan Notice (whether telephonic or written) shall specify specifying: (i) whether the Borrower is requesting a Borrowing or a conversion amount of Loans from one Type to the other, requested Loan; (ii) the requested date Type of the Borrowing or conversion, as requested Loan; (iii) the case may be borrowing date for the requested Loan (which shall be a Business Day), (iii) the principal amount of Loans to be borrowed or converted, ; and (iv) the Type Interest Period applicable to such Loan (in the case of Loans each LIBOR Tranche), which shall not exceed the Expiry Date. In the event that Borrower shall fail to be borrowed or to which existing Loans are to be converted. If the select an Interest Period for any LIBOR Tranche, Borrower fails to specify a Type of a Loan in a Loan Notice, then the applicable Loans shall be made as, deemed to have selected an Interest Period of 30 days. (b) Each Prime Rate Tranche shall continue as a Prime Rate Tranche unless and until such Prime Rate Tranche is converted into a LIBOR Tranche or converted to, Eurodollar Rate Loansis repaid in accordance with the terms and conditions of this Agreement. Upon satisfaction Each LIBOR Tranche shall continue as a LIBOR Tranche until the end of the then-applicable conditions set forth in Section 5.02 (andInterest Period therefor, if at which time such Borrowing is the initial Credit Extension, Section 5.01), the Lender LIBOR Tranche shall make the requested Loan available to the Borrower either by automatically convert into a Prime Rate Tranche unless: (i) crediting the account of the Borrower on the books of Bank of America such LIBOR Tranche is repaid in accordance with the amount terms of such funds this Agreement; or (ii) wire transfer Borrower shall have provided a conversion notice to Bank as set forth below requesting that, at the end of such fundsInterest Period, in each case in accordance with instructions provided such LIBOR Tranche continue as a LIBOR Tranche for the same or another Interest Period. (c) Borrower shall have the option to (and reasonably acceptable to) the Lender by the Borrower; provided, however, that ifconvert, on any Business Day, all or a portion of the date outstanding principal amount of the Tranches made pursuant to one or more Borrowings of one or more Types of Tranches into a Borrowing of Revolving Loansanother Type of Tranche, there are L/C Borrowings outstandingprovided that LIBOR Tranches may be converted into Prime Rate Tranches only on the last day of the Interest Period applicable to the Tranches being converted. Each such conversion shall be effected by Borrower by giving notice to Bank prior to 12:00 noon (Chicago time) at least three (3) Business Days before the date on which any Loan is to be converted hereunder, then specifying the Tranches to be so converted and, if to be converted into a LIBOR Tranche, the Interest Period to be initially applicable thereto. Upon any such conversion, the proceeds thereof will be applied directly on the day of such Borrowing, first, shall be applied conversion to prepay the payment in full outstanding principal amount of any such L/C Borrowings and second, shall be made available to the Borrower as provided aboveTranches being converted.