Common use of Choice of Interest Rate, Etc Clause in Contracts

Choice of Interest Rate, Etc. Any Advance (i) under the Revolving Loan Commitment (except with respect to (A) the initial Advance of the Revolving Loans on the Agreement Date, which Advance shall be made as a Base Rate Advance initially, (B) Swing Loans and (C) Advances in respect of reimbursement of amounts advanced to beneficiaries under Letters of Credit, which Advances shall in all cases be Base Rate Advances initially) shall, at the option of the Borrower, be made as a Base Rate Advance or a Eurodollar Advance, and (ii) under the Term B Loan Commitment (except with respect to the initial Advance of the Term B Loans on the Agreement Date, which Advance shall be made as a Base Rate Advance initially) shall, at the option of the Borrower, be made as a Base Rate Advance or a Eurodollar Advance; PROVIDED, HOWEVER, that (A) if the Borrower fails to give the Administrative Agent telephonic notice specifying whether a Eurodollar Advance is to be repaid, continued or converted on a Payment Date, such Eurodollar Advance shall be converted to a Base Rate Advance on such Payment Date, and (B) the Borrower may not select a Eurodollar Advance if, at the time of such selection, a Default or Event of Default has occurred and is continuing. Eurodollar Advances shall in all cases be subject to Article 11 hereof. Any notice given to the Administrative Agent in connection with a requested Advance hereunder shall be given to the Administrative Agent prior to 11:00 a.m. (New York time) in order for such Business Day to count toward the minimum number of Business Days required.

Choice of Interest Rate, Etc. Any Advance (i) under the Revolving Loan Commitment (except with respect to (A) the initial Advance of the Revolving Loans on the Agreement Date, which Advance shall be made as a Base Rate Advance initially, (B) Swing Loans and (C) Advances hereunder denominated in respect of reimbursement of amounts advanced to beneficiaries under Letters of Credit, which Advances shall in all cases be Base Rate Advances initially) Dollars shall, at the option of the relevant Borrower, be made as a Base Rate Advance or a Eurodollar Term Rate Advance, (y) any Advance hereunder denominated in Sterling shall be made as ▇▇▇▇▇ Rate Advance and (iiz) under the Term B Loan Commitment (except with respect to the initial any Advance of the Term B Loans on the Agreement Date, which Advance hereunder denominated in any other Alternative Currency shall be made as a Term Rate Advance; provided, however, that, in each case, at such time as there shall have occurred and be continuing an Event of Default hereunder and upon request by the Majority Lenders, no Borrower shall have the right to (i) in the case of Advances of Revolving Loans denominated in Dollars, receive or Continue a Term Rate Advance or to Convert a Base Rate Advance initiallyto a Term Rate Advance denominated in Dollars or (ii) shallin the case of Advances of Revolving Loans denominated in Alternative Currencies, receive or Continue a Term Rate Advance, and the Majority Lenders may demand that any or all of the then outstanding Term Rate Advances of Revolving Loans denominated in an Alternative Currency be, at the option of the Borrower, be made as a Base Rate Advance or a Eurodollar Advance; PROVIDED, HOWEVER, that (A) if the Borrower fails to give the Administrative Agent telephonic notice specifying whether a Eurodollar Advance is to be repaid, continued prepaid or converted on a Payment Date, such Eurodollar Advance shall be converted to a Base Rate Advance on such Payment Date, and (B) redenominated into Dollars in the Dollar Equivalent thereof, on the last day of the then current Interest Period with respect thereto (provided that if no election is made by the Borrower may not select a Eurodollar Advance if, at by the time earlier of (x) the date that is three Business Days after receipt by the Borrower of such selectionnotice and (y) the last day of the current Interest Period for the applicable Revolving Loan, a Default or Event of Default has occurred and is continuing. Eurodollar Advances the Borrower shall in all cases be subject deemed to Article 11 hereofhave elected clause (B) above). Any notice given to the Administrative Agent in connection with a requested Term Rate Advance hereunder shall be given to the Administrative Agent prior to 11:00 a.m. (New York time) City time in order for such Business Day to count toward the minimum number of Business Days required. Notwithstanding anything to the contrary herein, (i) a Swingline Loan may not be converted to a Term Rate Advance and (ii) the borrowing procedures with respect to Swingline Loans shall be governed by Section 2.17.

Choice of Interest Rate, Etc. Any Advance (i) under the Revolving Loan Commitment (except with respect to (A) the initial Advance of the Revolving Loans on the Agreement Date, which Advance shall be made as a Base Rate Advance initially, (B) Swing Loans and (C) Advances in respect of reimbursement of amounts advanced to beneficiaries under Letters of Credit, which Advances shall in all cases be Base Rate Advances initially) shall, at the option of the BorrowerBorrowers, be made either as a Base Rate Advance Loan or as a Eurodollar AdvanceLoan; provided, and (ii) under the Term B Loan Commitment (except with respect to the initial Advance of the Term B Loans on the Agreement Date, which Advance shall be made as a Base Rate Advance initially) shall, at the option of the Borrower, be made as a Base Rate Advance or a Eurodollar Advance; PROVIDED, HOWEVERhowever, that (Ai) if the Administrative Borrower fails to give (x) the Revolving Facility Administrative Agent telephonic Agent, in case of Revolving Loans and (y) the Term Facility Administrative Agent, in case of Term Loans, written notice specifying whether a Eurodollar Advance Loan is to be repaid, continued or converted on a Payment DateDate (and in the case of Revolving Loans denominated in Euros or Sterling, such Eurodollar Advance Revolving Loan shall be exchanged for the U.S. Dollar Equivalent thereof), such Loan shall be converted to a Base Rate Advance Loan on such the Payment DateDate in accordance with Section 2.3(a)(iii), and (Bii) the Administrative Borrower may not select a Eurodollar Advance Loan (A) on the Agreement Date, (B) with respect to Swing Line Loans, (C) with respect to any Loan, the proceeds of which are to reimburse the Issuing Bank pursuant to Section 2.15, or (D) if, at the time of such selectionLoan or at the time of the continuation of, or conversion to, a Eurodollar Loan pursuant to Section 2.2(c), a Default or Event exists, and the applicable Administrative Agent has notified the Administrative Borrower that no Eurodollar Loans may be selected by the Administrative Borrower during the continuance of Default has occurred such Default, (iii) Base Rate Loans shall be denominated in Dollars, and is continuing. Eurodollar (iv) all Agent Advances shall in all cases be subject to Article 11 hereofmade as Base Rate Loans. Any notice given to the any Administrative Agent in connection with a requested Advance Loan hereunder shall be given to the applicable Administrative Agent prior to 11:00 a.m. (New York, New York time) in order for such Business Day to count toward the minimum number of Business Days required.

Choice of Interest Rate, Etc. Any Advance (i) under the Revolving Loan Commitment (except with respect to (A) the initial Advance of the Revolving Loans on the Agreement Date, which Advance shall be made as a Base Rate Advance initially, (B) Swing Loans and (C) Advances hereunder denominated in respect of reimbursement of amounts advanced to beneficiaries under Letters of Credit, which Advances shall in all cases be Base Rate Advances initially) Dollars shall, at the option of the Borrower, be made as a Base Rate Advance or a Eurodollar Term Rate Advance, (y) any Advance hereunder denominated in Sterling shall be made as ▇▇▇▇▇ Rate Advance and (iiz) under the Term B Loan Commitment (except with respect to the initial any Advance of the Term B Loans on the Agreement Date, which Advance hereunder denominated in any other Alternative Currency shall be made as a Term Rate Advance; provided, however, that, in each case, at such time as there shall have occurred and be continuing an Event of Default hereunder and upon request by the Majority Lenders, the Borrower shall not have the right to (i) in the case of Advances of Revolving Loans denominated in Dollars, receive or Continue a Term Rate Advance or to Convert a Base Rate Advance initiallyto a Term Rate Advance denominated in Dollars or (ii) shallin the case of Advances of Revolving Loans denominated in Alternative Currencies, receive or Continue a Term Rate Advance, and the Majority Lenders may demand that any or all of the then outstanding Term Rate Advances of Revolving Loans denominated in an Alternative Currency be, at the option of the Borrower, be made as a Base Rate Advance or a Eurodollar Advance; PROVIDED, HOWEVER, that (A) if the Borrower fails to give the Administrative Agent telephonic notice specifying whether a Eurodollar Advance is to be repaid, continued prepaid or converted on a Payment Date, such Eurodollar Advance shall be converted to a Base Rate Advance on such Payment Date, and (B) redenominated into Dollars in the Dollar Equivalent thereof, on the last day of the then current Interest Period with respect thereto (provided that if no election is made by the Borrower may not select a Eurodollar Advance if, at by the time earlier of (x) the date that is three Business Days after receipt by the Borrower of such selectionnotice and (y) the last day of the current Interest Period for the applicable Revolving Loan, a Default or Event of Default has occurred and is continuing. Eurodollar Advances the Borrower shall in all cases be subject deemed to Article 11 hereofhave elected clause (B) above). Any notice given to the Administrative Agent in connection with a requested Term Rate Advance hereunder shall be given to the Administrative Agent prior to 11:00 a.m. (New York time) City time in order for such Business Day to count toward the minimum number of Business Days required. Notwithstanding anything to the contrary herein, (i) a Swingline Loan may not be converted to a Term Rate Advance and (ii) the borrowing procedures with respect to Swingline Loans shall be governed by Section 2.17.

Choice of Interest Rate, Etc. Any Advance (i) under the Revolving Loan Commitment (except with respect to (A) the initial Advance of the Revolving Loans on the Agreement Date, which Advance shall be made as a Base Rate Advance initially, (B) Swing Loans and (C) Advances hereunder denominated in respect of reimbursement of amounts advanced to beneficiaries under Letters of Credit, which Advances shall in all cases be Base Rate Advances initially) Dollars shall, at the option of the relevant Borrower, be made as a Base Rate Advance or a Eurodollar Advance, LIBOR Advance and (ii) under the Term B Loan Commitment (except with respect to the initial any Advance of the Term B Loans on the Agreement Date, which Advance hereunder denominated in an Alternative Currency shall be made as a Base Rate Advance initially) shallLIBOR Advance; provided, however, that, in each case, at such time as there shall have occurred and be continuing a Default hereunder, no Borrower shall have the option right to (i) in the case of the BorrowerAdvances of Revolving Loans denominated in Dollars, be made as receive or Continue a LIBOR Advance or to Convert a Base Rate Advance to a LIBOR Advance or (ii) in the case of Advances of Revolving Loans denominated in Alternative Currencies, receive or Continue a Eurodollar LIBOR Advance; PROVIDED, HOWEVER, that (A) if the Borrower fails to give Majority Lenders so notify the Administrative Agent telephonic notice specifying whether a Eurodollar Advance is to be repaid, continued or converted on a Payment Date, such Eurodollar Advance shall be converted to a Base Rate Advance on such Payment Daterelevant Borrower, and (B) the Borrower Majority Lenders may not select a Eurodollar Advance ifdemand that any or all of the then outstanding LIBOR Advances of Revolving Loans denominated in an Alternate Currency be prepaid, at or redenominated into Dollars in the time Dollar Equivalent thereof, on the last day of such selection, a Default or Event of Default has occurred and is continuing. Eurodollar Advances shall in all cases be subject to Article 11 hereofthe then current Interest Period with respect thereto. Any notice given to the Administrative Agent in connection with a requested LIBOR Advance hereunder shall be given to the Administrative Agent prior to 11:00 a.m. (New York, New York time) in order for such Business Day to count toward the minimum number of Business Days required. Notwithstanding anything to the contrary herein, (i) a Swingline Loan may not be converted to a LIBOR Advance and (ii) the borrowing procedures with respect to Swingline Loans shall be governed by Section 2.17.