Common use of Continuation and Conversion Elections Clause in Contracts

Continuation and Conversion Elections. By delivering a Continuation/Conversion Notice to the Administrative Agent on or before 10:00 a.m. on a Business Day, the applicable Borrower may from time to time irrevocably elect on not less than three nor more than five Business Days’ notice (a) to convert any Base Rate Loan into one or more LIBO Rate Loans, (b) before the last day of the then current Interest Period with respect thereto, to continue any LIBO Rate Loan as a LIBO Rate Loan or (c) before the last day of the then current Interest Period with respect thereto, to continue any EURIBOR Rate Loan as a EURIBOR Rate Loan; provided that (i) any portion of any Loan which is continued or converted hereunder shall be in a minimum amount of $1,000,000 or €1,000,000, as applicable, and in an integral multiple amount of $1,000,000 or €1,000,000 , as applicable, (ii) in the absence of prior notice as required above (which notice may be delivered telephonically followed by written confirmation within 24 hours thereafter by delivery of a Continuation/Conversion Notice), with respect to any LIBO Rate Loan at least three Business Days before the last day of the then current Interest Period with respect thereto, such LIBO Rate Loan shall, on such last day, automatically convert to a Base Rate Loan and (iii) in the absence of prior notice as required above (which notice may be delivered telephonically followed by written confirmation within 24 hours thereafter by delivery of a Continuation/Conversion Notice), with respect to any EURIBOR Rate Loan at least three Business Days before the last day of the then current Interest Period with respect thereto, such EURIBOR Rate Loan shall, on such last day, automatically be continued as a EURIBOR Rate Loan with an Interest Period of one month; provided further that (A) each such conversion or continuation shall be pro rated among the applicable outstanding Loans of all Lenders that have made such Loans, and (B) no portion of the outstanding principal amount of any Loans may be continued as, or be converted into, LIBO Rate Loans when any Event of Default has occurred and is continuing.

Continuation and Conversion Elections. By delivering a Continuation/Conversion Notice to the Administrative Agent on or before 10:00 a.m. 2:00 p.m. (New York City time) on a Business Day, the applicable each Borrower may from time to time irrevocably elect on not less than one Business Day’s notice, in the case of Base Rate Loans, and not less than three nor more than five Business Days’ notice (a) to convert any Base Rate Loan into one or more LIBO notice, in the case of Eurodollar Rate Loans, (b) before the last day of the then current Interest Period with respect theretothat all, to continue any LIBO Rate Loan as a LIBO Rate Loan or (c) before the last day of the then current Interest Period with respect thereto, to continue any EURIBOR Rate Loan as a EURIBOR Rate Loan; provided that (i) any portion of any Loan which is continued or converted hereunder shall be in a an aggregate minimum amount of $1,000,000 or €1,000,000, as applicable, and in an integral multiple amount of $1,000,000 100,000 be, in the case of Base Rate Loans, converted into Eurodollar Rate Loans or €1,000,000 be, in the case of Eurodollar Rate Loans, converted into Base Rate Loans or continued as applicable, Eurodollar Rate Loans (ii) in the absence of prior notice as required above (which notice may be delivered telephonically followed by written confirmation within 24 hours thereafter by delivery of a Continuation/Conversion Notice), Notice with respect to any LIBO Eurodollar Rate Loan at least three Business Days before the last day of the then current Interest Period with respect thereto, such LIBO Eurodollar Rate Loan shall, on such last day, automatically convert (subject to a Base Rate Loan Sections 4.1 and (iii4.2) in the absence of prior notice as required above (which notice may be delivered telephonically followed by written confirmation within 24 hours thereafter by delivery of a Continuation/Conversion Notice), with respect to any EURIBOR Rate Loan at least three Business Days before the last day of the then current Interest Period with respect thereto, such EURIBOR Rate Loan shall, on such last day, automatically be continued continue as a EURIBOR Eurodollar Rate Loan with an Interest Period of one monththe same duration as the Interest Period then expiring); provided further provided, however, that (Aa) each such conversion or continuation shall be pro rated prorated among the applicable outstanding Loans of all Lenders that have made such LoansLenders, and (Bb) no portion of the outstanding principal amount of any Loans may be continued as, or be converted into, LIBO Eurodollar Rate Loans when any Default or Event of Default has occurred and is continuing, unless the Required Lenders otherwise agree, (c) no Loans may be continued as, or be converted into, Eurodollar Rate Loans after the day that is one month prior to the Stated Maturity Date, (d) if the aggregate amount of Eurodollar Rate Loans in respect of any Borrowing is reduced by payment, prepayment or conversion to be less than $1,000,000 such Eurodollar Rate Loans shall automatically convert to Base Rate Loans and (e) the Delayed Draw Term Loans are not required to be in any integral amount as provided above.

Continuation and Conversion Elections. By delivering a Continuation/Conversion Notice to the Administrative Agent by facsimile, email or other method of delivery of notice permitted pursuant to Section 11.2, on or before 10:00 a.m. 11:00 A.M. (New York City time) on a Business Day, the applicable Borrower may from time to time irrevocably elect on not less than three one (1) Business Day nor more than five (5) Business Days’ notice (a) to convert any notice, in the case of Base Rate Loan into one or more LIBO Rate Loans, and not less than three (b3) nor more than five (5) Business Days’ notice, in the case of LIBOR Loans (other than Swingline Loans), that all, or any portion in an aggregate minimum amount of $1,000,000 and an integral multiple of $1,000,000 be, in the case of Loans (other than Swingline Loans) accruing at the Base Rate, converted into LIBOR Loans or be, in the case of LIBOR Loans, converted into Base Rate Loans or continued as LIBOR Loans (in the absence of delivery of a Continuation/Conversion Notice, by facsimile, email or other method of delivery of notice permitted pursuant to Section 11.2, with respect to any LIBOR Loan at least three (3) Business Days (but not more than five (5) Business Days) before the last day of the then current Interest Period with respect thereto, to continue any LIBO Rate Loan as a LIBO Rate Loan or (c) before the last day of the then current Interest Period with respect thereto, to continue any EURIBOR Rate Loan as a EURIBOR Rate Loan; provided that (i) any portion of any Loan which is continued or converted hereunder shall be in a minimum amount of $1,000,000 or €1,000,000, as applicable, and in an integral multiple amount of $1,000,000 or €1,000,000 , as applicable, (ii) in the absence of prior notice as required above (which notice may be delivered telephonically followed by written confirmation within 24 hours thereafter by delivery of a Continuation/Conversion Notice), with respect to any LIBO Rate Loan at least three Business Days before the last day of the then current Interest Period with respect thereto, such LIBO Rate Loan shall, on such last day, automatically convert to a Base Rate Loan and (iii) in the absence of prior notice as required above (which notice may be delivered telephonically followed by written confirmation within 24 hours thereafter by delivery of a Continuation/Conversion NoticeLoans); provided, with respect to any EURIBOR Rate Loan at least three Business Days before the last day of the then current Interest Period with respect theretohowever, such EURIBOR Rate Loan shall, on such last day, automatically be continued as a EURIBOR Rate Loan with an Interest Period of one month; provided further that (Aa) each such conversion or continuation shall be pro rated prorated among the applicable outstanding Loans of all Lenders that have made such LoansLenders, (b) upon a Commitment Termination Event or, at the election of the Administrative Agent or the Required Lenders, upon the occurrence and (B) during the continuing of any other Event of Default, no portion of the outstanding principal amount of any Loans may be continued as, or be converted to, LIBOR Loans, (c) no Loans may be continued as, or be converted into, LIBO Rate LIBOR Loans when any Event of Default has occurred for an Interest Period extending beyond the Stated Maturity Date and is continuing(d) with respect to the LIBOR Loans that have an Interest Period ending on one particular date such Loans shall not be subject to the integral multiple requirement set forth above (it being understood that, if there are Loans with Interest Periods ending on more than one date, this clause shall only apply to those Loans with an Interest Period ending on one particular date and no other date).

Continuation and Conversion Elections. By delivering a Continuation/Conversion Notice to the Administrative Agent on or before 10:00 a.m. 9:00 a.m., San Francisco time, on a Business Day, the applicable Revolving Borrower and/or Term Borrower, as applicable, may from time to time irrevocably elect elect, (i) on not less than three nor more than five Business Days’ notice (a) to convert ' notice, in the case of any conversion of Base Rate Loan into one Committed Loans to Eurodollar Committed Loans or more LIBO Rate continuation of Eurodollar Committed Loans, and (bii) before on not less than one nor more than five Business Days' notice, in the last day case of the then current Interest Period with respect theretoany conversion of Eurodollar Committed Loans to Base Rate Committed Loans, to continue any LIBO Rate Loan as a LIBO Rate Loan that all, or (c) before the last day of the then current Interest Period with respect thereto, to continue any EURIBOR Rate Loan as a EURIBOR Rate Loan; provided that (i) any portion of any Loan which is continued or converted hereunder shall be in a an aggregate minimum amount of $1,000,000 or €1,000,000, as applicable, 5,000,000 and in an integral multiple amount of $1,000,000 1,000,000, of any Committed Loans be, in the case of Base Rate Committed Loans, converted into Eurodollar Committed Loans or, in the case of Eurodollar Committed Loans, converted into a Base Rate Committed Loan or €1,000,000 , continued as applicable, a Eurodollar Committed Loan (ii) in the absence of prior notice as required above (which notice may be delivered telephonically followed by written confirmation within 24 hours thereafter by delivery of a Continuation/Conversion Notice), Notice with respect to any LIBO Rate Eurodollar Committed Loan at least three Business Days before the last day of the then current Interest Period with respect thereto, such LIBO Rate Eurodollar Committed Loan shall, on such last day, automatically convert to a Base Rate Loan and (iii) in the absence of prior notice as required above (which notice may be delivered telephonically followed by written confirmation within 24 hours thereafter by delivery of a Continuation/Conversion NoticeCommitted Loan); PROVIDED, with respect to any EURIBOR Rate Loan at least three Business Days before the last day of the then current Interest Period with respect theretoHOWEVER, such EURIBOR Rate Loan shall, on such last day, automatically be continued as a EURIBOR Rate Loan with an Interest Period of one month; provided further that (Ax) each such conversion or continuation shall be pro rated among the applicable outstanding Committed Loans of all Lenders that have made such LoansLenders, and (By) no portion of the outstanding principal amount of any Loans may be continued as, or be converted into, LIBO Rate Eurodollar Committed Loans when any Event of Default has occurred and is continuing.

Continuation and Conversion Elections. By delivering a Continuation/Conversion Notice to the Administrative Agent on or before 10:00 11:00 a.m. (New York City time) on a Business Day, the applicable Borrower may from time to time irrevocably elect on not less than three one (1) nor more than five (5) Business Days’ notice (a) to convert any notice, in the case of Base Rate Loan into one or more LIBO Rate Loans, and not less than three (b3) Business Days (but not more than five (5) Business Days’) notice, in the case of Eurodollar Rate Loans, that all, or any portion in an aggregate minimum amount of $1,000,000 and an integral multiple of $100,000 be, in the case of Base Rate Loans, converted into Eurodollar Rate Loans (for the Interest Period specified in such Continuation/Conversion Notice) or be, in the case of Eurodollar Rate Loans, converted into Base Rate Loans or continued as Eurodollar Rate Loans (in the absence of delivery of a Continuation/Conversion Notice with respect to any Eurodollar Rate Loan at least three Business Days (but not more than five (5) Business Days) before the last day of the then current Interest Period with respect thereto, to continue any LIBO Rate Loan as a LIBO Rate Loan or (c) before the last day of the then current Interest Period with respect thereto, to continue any EURIBOR Rate Loan as a EURIBOR Rate Loan; provided that (i) any portion of any Loan which is continued or converted hereunder shall be in a minimum amount of $1,000,000 or €1,000,000, as applicable, and in an integral multiple amount of $1,000,000 or €1,000,000 , as applicable, (ii) in the absence of prior notice as required above (which notice may be delivered telephonically followed by written confirmation within 24 hours thereafter by delivery of a Continuation/Conversion Notice), with respect to any LIBO Rate Loan at least three Business Days before the last day of the then current Interest Period with respect thereto, such LIBO Eurodollar Rate Loan shall, on such last day, automatically convert to a Base Rate Loan and Loan); provided, however, that; (iii) in the absence of prior notice as required above (which notice may be delivered telephonically followed by written confirmation within 24 hours thereafter by delivery of a Continuation/Conversion Notice), with respect to any EURIBOR Rate Loan at least three Business Days before the last day of the then current Interest Period with respect thereto, such EURIBOR Rate Loan shall, on such last day, automatically be continued as a EURIBOR Rate Loan with an Interest Period of one month; provided further that (Aa) each such conversion or continuation shall be pro rated prorated among the applicable outstanding Loans of all Lenders that have made such Loans, and Lenders; (Bb) no portion of the outstanding principal amount of any Loans may be continued as, or be converted into, LIBO Eurodollar Rate Loans when any Default or Event of Default has occurred and is continuing, unless the Required Lenders otherwise agree; (c) no Loans may be continued as, or be converted into, Eurodollar Rate Loans after the day that is one (1) month prior to the Maturity Date; and (d) if the aggregate amount of Eurodollar Rate Loans in respect of any Borrowing is reduced by payment, prepayment or conversion to be less than $1,000,000 such Eurodollar Rate Loans shall automatically convert to Base Rate Loans.

Continuation and Conversion Elections. By delivering a Continuation/Conversion Notice prior telephonic notice to the Administrative Agent on or before 10:00 11:00 a.m. on a Business DayDay (such notice to be confirmed in writing within 24 hours thereafter by delivery of a Continuation/Conversion Notice), the applicable any Borrower may from time to time irrevocably elect elect: (a) on not less than three nor more than five Business Days’ notice (a) to convert notice, the conversion of any Base Rate Loan into one or more LIBO Rate Loans, Eurocurrency Loans denominated in Dollars or the continuation of any Eurocurrency Loan denominated in Dollars as a Eurocurrency Loan so denominated; and (b) before on not less than five Business Days’ notice, the last day continuation of the then current Interest Period with respect thereto, to continue any LIBO Rate Eurocurrency Loan denominated in an Alternate Currency as a LIBO Rate Eurocurrency Loan or (c) before the last day of the then current Interest Period with respect thereto, to continue any EURIBOR Rate Loan as a EURIBOR Rate Loandenominated in such Alternate Currency; provided that (i) any portion of any Loan which is continued or converted hereunder shall be in a minimum amount of $1,000,000 or €1,000,000, as applicable, and in an integral multiple amount of $1,000,000 or €1,000,000 1,000,000; and provided, as applicablefurther, (ii) that in the absence of prior notice as required above (which notice may be delivered telephonically followed by written confirmation within 24 hours thereafter by delivery of a Continuation/Conversion Notice)) with respect to any Eurocurrency Loan denominated in Dollars at least three Business Days (or, with respect to any LIBO Rate Eurocurrency Loan denominated in an Alternate Currency, at least three five Business Days Days) before the last day of the then current Interest Period with respect thereto, such LIBO Rate Eurocurrency Loan shall, on such last day, automatically convert to a Base Rate Loan (and (iii) any such Eurocurrency Loan denominated in the absence of prior notice as required above (which notice may an Alternate Currency shall be delivered telephonically followed by written confirmation within 24 hours thereafter by delivery of a Continuation/Conversion Noticeredenominated in Dollars); provided, with respect to any EURIBOR Rate Loan at least three Business Days before the last day of the then current Interest Period with respect thereto, such EURIBOR Rate Loan shall, on such last day, automatically be continued as a EURIBOR Rate Loan with an Interest Period of one month; provided further that (Ai) each such conversion or continuation shall be pro rated prorated among the applicable outstanding Loans of all Lenders that have made such Loans, and (Bii) no portion of the outstanding principal amount of any Loans may be continued as, or be converted into, LIBO Rate Eurocurrency Loans when any Event of Default has occurred and is continuing.

Continuation and Conversion Elections. By delivering a Continuation/Conversion Notice to the Administrative Agent on or before 10:00 11:00 a.m. (New York City time) on a Business Day, the applicable Borrower may from time to time irrevocably elect on not less than three one (1) nor more than five (5) Business Days’ notice (a) to convert any notice, in the case of Base Rate Loan into one or more LIBO Rate Loans, and not less than three (b3) Business Days (but not more than five (5) Business Days’) notice, in the case of Eurodollar Rate Loans, that all, or any portion in an aggregate minimum amount of $1,000,000 and an integral multiple of $100,000 be, in the case of Base Rate Loans, converted into Eurodollar Rate Loans (for the Interest Period specified in such Continuation/Conversion Notice) or be, in the case of Eurodollar Rate Loans, converted into Base Rate Loans or continued as Eurodollar Rate Loans (in the absence of delivery of a Continuation/Conversion Notice with respect to any Eurodollar Rate Loan at least three (3) Business Days (but not more than five (5) Business Days) before the last day of the then current Interest Period with respect thereto, to continue any LIBO Rate Loan as a LIBO Rate Loan or (c) before the last day of the then current Interest Period with respect thereto, to continue any EURIBOR Rate Loan as a EURIBOR Rate Loan; provided that (i) any portion of any Loan which is continued or converted hereunder shall be in a minimum amount of $1,000,000 or €1,000,000, as applicable, and in an integral multiple amount of $1,000,000 or €1,000,000 , as applicable, (ii) in the absence of prior notice as required above (which notice may be delivered telephonically followed by written confirmation within 24 hours thereafter by delivery of a Continuation/Conversion Notice), with respect to any LIBO Rate Loan at least three Business Days before the last day of the then current Interest Period with respect thereto, such LIBO Eurodollar Rate Loan shall, on such last day, automatically convert to a Base Rate Loan and (iii) in the absence of prior notice as required above (which notice may be delivered telephonically followed by written confirmation within 24 hours thereafter by delivery of a Continuation/Conversion Notice), with respect to any EURIBOR Rate Loan at least three Business Days before the last day of the then current Interest Period with respect thereto, such EURIBOR Rate Loan shall, on such last day, automatically be continued as a EURIBOR Eurodollar Rate Loan with an Interest Period of one (1) month); provided further provided, however, that (Aa) each such conversion or continuation shall be pro rated prorated among the applicable outstanding Loans of all Lenders that have made such LoansLenders, and (Bb) no portion of the outstanding principal amount of any Loans may be continued as, or be converted into, LIBO Eurodollar Rate Loans when any Default or Event of Default has occurred and is continuing, unless the Required Lenders otherwise agree, and (c) no Loans may be continued as, or be converted into, Eurodollar Rate Loans after the day that is one month prior to the Maturity Date.

Continuation and Conversion Elections. By delivering a Continuation/Conversion Notice to the Administrative Agent on or before 10:00 a.m. not later than 2:00 p.m. on a Business Day, the applicable Borrower may from time to time irrevocably elect elect, on not less than one Business Day's notice in the case of conversions into Alternate Base Rate Loans, or three nor Business Days' notice in the case of continuations of or conversions into Eurodollar Loans, and in either case not more than five Business Days’ notice (a) to convert ' notice, that all, or any portion in an aggregate minimum amount of $1,000,000 and in an integral multiple of $100,000 be, in the case of Alternate Base Rate Loan into one or more LIBO Rate Loans, converted into Eurodollar Loans or be, in the case of Eurodollar Loans, converted into Alternate Base Rate Loans or continued as Eurodollar Loans (bin the absence of delivery of a Continuation/ Conversion Notice with respect to any Eurodollar Loan at least three Business Days (but not more than five Business Days) before the last day of the then current Interest Period with respect thereto, to continue any LIBO Rate Loan as a LIBO Rate Loan or (c) before the last day of the then current Interest Period with respect thereto, to continue any EURIBOR Rate Loan as a EURIBOR Rate Loan; provided that (i) any portion of any Loan which is continued or converted hereunder shall be in a minimum amount of $1,000,000 or €1,000,000, as applicable, and in an integral multiple amount of $1,000,000 or €1,000,000 , as applicable, (ii) in the absence of prior notice as required above (which notice may be delivered telephonically followed by written confirmation within 24 hours thereafter by delivery of a Continuation/Conversion Notice), with respect to any LIBO Rate Loan at least three Business Days before the last day of the then current Interest Period with respect thereto, such LIBO Rate Eurodollar Loan shall, on such last day, automatically convert to a an Alternate Base Rate Loan and (iii) in the absence of prior notice as required above (which notice may be delivered telephonically followed by written confirmation within 24 hours thereafter by delivery of a Continuation/Conversion NoticeLoan), with respect to any EURIBOR Rate Loan at least three Business Days before the last day of the then current Interest Period with respect thereto, such EURIBOR Rate Loan shall, on such last day, automatically be continued as a EURIBOR Rate Loan with an Interest Period of one month; provided further that (Ax) each such conversion or continuation shall be pro rated among the applicable outstanding Loans of all Lenders that have made such Loans, and (By) no portion of the outstanding principal amount of any Loans may be continued as, or be converted into, LIBO Rate Eurodollar Loans when any Payment Default or Event of Default has occurred and is continuingcontinuing to the extent the Administrative Agent or Required Lenders have notified the Borrower that the occurrence and continuance of such Payment Default or Event of Default shall prevent the Borrower from so continuing or converting such Loans.

Continuation and Conversion Elections. By delivering a Continuation/Conversion Notice to the Administrative Agent on or before 10:00 11:00 a.m. (New York City time) on a Business Day, the applicable Borrower may from time to time irrevocably elect on not less than one nor more than five Business Days’ notice, subject to Section 2.8(a), in the case of Base Rate Loans, and not less than three nor more than five Business Days’ notice (a) to convert any Base Rate Loan into one or more LIBO notice, in the case of Eurodollar Rate Loans, that all, or any portion in an aggregate minimum amount of $500,000 and an integral multiple of $250,000 be, in the case of Base Rate Loans, converted into Eurodollar Rate Loans or be, in the case of Eurodollar Rate Loans, converted into Base Rate Loans or continued as Eurodollar Rate Loans (bin the absence of delivery of a Continuation/Conversion Notice with respect to any Eurodollar Rate Loan at least three Business Days (but not more than five Business Days) before the last day of the then current Interest Period with respect thereto, to continue any LIBO Rate Loan as a LIBO Rate Loan or (c) before the last day of the then current Interest Period with respect thereto, to continue any EURIBOR Rate Loan as a EURIBOR Rate Loan; provided that (i) any portion of any Loan which is continued or converted hereunder shall be in a minimum amount of $1,000,000 or €1,000,000, as applicable, and in an integral multiple amount of $1,000,000 or €1,000,000 , as applicable, (ii) in the absence of prior notice as required above (which notice may be delivered telephonically followed by written confirmation within 24 hours thereafter by delivery of a Continuation/Conversion Notice), with respect to any LIBO Rate Loan at least three Business Days before the last day of the then current Interest Period with respect thereto, such LIBO Eurodollar Rate Loan shall, on such last day, automatically convert to a Base Rate Loan and (iii) in the absence of prior notice as required above (which notice may be delivered telephonically followed by written confirmation within 24 hours thereafter by delivery of a Continuation/Conversion NoticeLoan); provided, with respect to any EURIBOR Rate Loan at least three Business Days before the last day of the then current Interest Period with respect theretohowever, such EURIBOR Rate Loan shall, on such last day, automatically be continued as a EURIBOR Rate Loan with an Interest Period of one month; provided further that (Aa) each such conversion or continuation shall be pro rated prorated among the applicable outstanding Loans of all Lenders that have made such LoansLenders, and (Bb) no portion of the outstanding principal amount of any Loans may be continued as, or be converted into, LIBO Eurodollar Rate Loans when any Default or Event of Default has occurred and is continuing, unless the Required Lenders otherwise agree, (c) no Loans may be continued as, or be converted into, Eurodollar Rate Loans after the day that is one month prior to the Stated Maturity Date and (d) if the aggregate amount of Eurodollar Rate Loans in respect of any Borrowing is reduced by payment, prepayment or conversion to be less than $500,000 such Eurodollar Rate Loans shall automatically convert to Base Rate Loans.

Continuation and Conversion Elections. By delivering a Continuation/Conversion Notice to the Administrative Agent on or before 10:00 a.m. on a Business Day, the applicable The Borrower may from time to time irrevocably irrevocably, subject to the provisions of Section 2.6(c) and the circumstances arising under Article IV, elect on not less than three nor more than five Business Days’ notice (a) pursuant to convert a Continuation/Conversion Notice that all, or any Base Rate Loan into one or more LIBO portion, of any Loans be, in the case of Reference Rate Loans, (b) before converted into Offshore Rate Loans or, in the last day case of the then current Interest Period with respect theretoOffshore Rate Loans, to continue any LIBO converted into Reference Rate Loan Loans or continued as a LIBO Offshore Rate Loan or (c) before the last day of the then current Interest Period with respect theretoLoans; provided, to continue any EURIBOR Rate Loan as a EURIBOR Rate Loan; provided however, that (i) any portion of any Loan which is continued or converted hereunder shall be in a minimum amount of $1,000,000 or €1,000,000, as applicable, and in an integral multiple amount of $1,000,000 or €1,000,000 , as applicable, (ii) in the absence of prior notice as required above (which notice may be delivered telephonically followed by written confirmation within 24 hours thereafter by delivery of a Continuation/Conversion Notice), Notice with respect to any LIBO such Offshore Rate Loan Loans at least three Business (x) two (2) Banking Days before the last day of the then current Interest Period with respect thereto, thereto if such LIBO Offshore Rate Loan shall, on such last day, automatically convert to a Base Rate Loan and is made in Dollars or (iiiy) in the absence of prior notice as required above four (which notice may be delivered telephonically followed by written confirmation within 24 hours thereafter by delivery of a Continuation/Conversion Notice), with respect to any EURIBOR Rate Loan at least three Business 4) Banking Days before the last day of the then current Interest Period with respect thereto, thereto if such EURIBOR Offshore Rate Loan is made in an Offshore Currency such Offshore Rate Loans shall, on such last day, automatically convert to Reference Rate Loans, (ii) if a portion of such Loan is converted or continued, the minimum Dollar Equivalent amount of such portion shall be continued as a EURIBOR Rate Loan with $500,000 and in an Interest Period integral multiple of one month; provided further that $250,000, (Aiii) each such conversion or continuation shall be pro rated among the applicable outstanding Loans of all Lenders that have made such LoansLenders, and (Biv) no portion of the outstanding principal amount of any Loans may be continued as, or be converted into, LIBO Offshore Rate Loans when any Event of Default has occurred and is continuing. If the election is for a Reference Rate Loan to be converted into an Offshore Rate Loan or to continue an Offshore Rate Loan in Dollars, such Continuation/Conversion Notice shall be delivered to the Agent on or before 11:00 a.m. (Chicago time) at least (a) two (2) Banking Days in advance. If the request is for an Offshore Rate Loan in an Offshore Currency to be continued as an Offshore Rate Loan in an Offshore Currency, such Continuation/Conversion Notice shall be delivered to the Agent on or before 12:00 noon (Chicago time) at least four (4) Banking Days in advance. If the request is for an Offshore Rate Loan made in Dollars to be converted to a Reference Rate Loan, such Continuation/Conversion Notice shall be delivered to the Agent on or before 11:00 a.m. (Chicago time) on the Banking Day such conversion is to occur. No Continuation/Conversion Notice shall be delivered more than five (5) Banking Days in advance.

Continuation and Conversion Elections. By delivering At the election of Borrower pursuant to a Continuation/Conversion Notice delivered by either (1) delivering or telecopying to the Administrative Agent on Lender a Continuation/Conversion Notice or (2) giving telephonic notice thereof to Lender, in each case at or before 10:00 a.m. a.m., Chicago time (and, in the case of any such telephonic notice, promptly confirming such notice by delivering or telecopying a Continuation/Conversion Notice therefor, signed by an authorized officer of Borrower, to Lender), on a any Business Day, the applicable Borrower may elect, from time to time irrevocably elect on not less than three 3 nor more than five 5 prior Business Days’ notice ' notice: (a) to convert any Base Rate Loan into one that all, or more LIBO Rate Loans, (b) before the last day of the then current Interest Period with respect thereto, to continue any LIBO Rate Loan as a LIBO Rate Loan or (c) before the last day of the then current Interest Period with respect thereto, to continue any EURIBOR Rate Loan as a EURIBOR Rate Loan; provided that (i) any portion of any Loan which is continued or converted hereunder shall be in a an aggregate minimum amount of $1,000,000 or €1,000,000, as applicable, and in an integral multiple of $500,000 in excess of such amount, of the Revolving Loan, Supplemental Revolving Loan or Additional Revolving Loan be converted from Reference Rate Loans into Eurodollar Rate Loans or from Eurodollar Rate Loans into Reference Rate Loans (subject to the minimum borrowing requirements set forth in Section 2.5(a)); and (b) on the expiration of the Interest Period applicable to the Eurodollar Rate Loans comprising all or part of the Revolving Loan, the Supplemental Revolving Loan or the Additional Revolving Loan, that all, or any portion in an aggregate minimum amount of $1,000,000 or €1,000,000 and an integral multiple of $500,000 in excess of such amount, of such Loans be continued as applicable, Eurodollar Rate Loans (ii) in the absence of prior notice as required above (which notice may be delivered telephonically followed by written confirmation within 24 hours thereafter by delivery of a Continuation/Conversion Noticesuch notice under either this clause (b) or clause (a) above, Borrower will be deemed to have elected that such Eurodollar Rate Loans be converted into Reference Rate Loans), with respect to any LIBO Rate Loan at least three Business Days before the last day of the then current Interest Period with respect thereto, such LIBO Rate Loan shall, on such last day, automatically convert to a Base Rate Loan and (iii) in the absence of prior notice as required above (which notice may be delivered telephonically followed by written confirmation within 24 hours thereafter by delivery of a Continuation/Conversion Notice), with respect to any EURIBOR Rate Loan at least three Business Days before the last day of the then current Interest Period with respect thereto, such EURIBOR Rate Loan shall, on such last day, automatically be continued as a EURIBOR Rate Loan with an Interest Period of one month; provided further that that: (A) each such conversion or continuation shall be pro rated among the applicable outstanding Loans of all Lenders that have made such Loans, and (Bi) no portion of the outstanding principal amount of any Loans may be continued as, or be converted into, LIBO Eurodollar Rate Loans when any Event of Default has occurred and is continuing; (ii) no portion of the outstanding principal amount of any Loans may be continued as, or be converted into, Eurodollar Rate Loans if, after giving effect to such action, the Interest Period applicable thereto shall extend beyond the date of any mandatory repayment of Loans unless a sufficient principal amount of such Loans is being maintained as Reference Rate Loans or Eurodollar Rate Loans having an Interest Period ending on or prior to the date of any such mandatory repayment to permit such repayment to be applied in full to Reference Rate Loans; and (iii) no portion of the outstanding principal amount of any Loans may be continued as, or converted into, Eurodollar Rate Loans or Reference Rate Loans if, after giving effect to such action, the aggregate principal amount of any Eurodollar Rate Loans having a particular Interest Period is less than $1,000,000 or not an integral multiple of $500,000.

Continuation and Conversion Elections. By delivering a Continuation/Conversion Notice to the Administrative Agent on or before 10:00 a.m. noon, New York time, on a Business Day, the applicable Borrower may from time to time irrevocably elect elect, on not less than one Business Day’s notice in the case of Base Rate Loans (other than Swing Line Loans), or three nor Business Days’ notice in the case of LIBO Rate Loans, and in either case not more than five Business Days’ notice (a) to convert any Base Rate Loan into one notice, that all, or more LIBO Rate Loans, (b) before the last day of the then current Interest Period with respect thereto, to continue any LIBO Rate Loan as a LIBO Rate Loan or (c) before the last day of the then current Interest Period with respect thereto, to continue any EURIBOR Rate Loan as a EURIBOR Rate Loan; provided that (i) any portion of any Loan which is continued or converted hereunder shall be in a an aggregate minimum amount of $1,000,000 or €1,000,000, as applicable, and in an integral multiple amount of $1,000,000 be, in the case of Base Rate Loans (other than Swing Line Loans), converted into LIBO Rate Loans, or €1,000,000 in the case of LIBO Rate Loans, converted into Base Rate Loans or continued as applicable, LIBO Rate Loans (ii) in the absence of prior notice as required above (which notice may be delivered telephonically followed by written confirmation within 24 hours thereafter by delivery of a Continuation/Conversion Notice), Notice with respect to any LIBO Rate Loan at least three Business Days (but not more than five Business Days) before the last day of the then current Interest Period with respect thereto, such LIBO Rate Loan shall, on such last day, automatically convert to a Base Rate Loan and (iii) in the absence of prior notice as required above (which notice may be delivered telephonically followed by written confirmation within 24 hours thereafter by delivery of a Continuation/Conversion NoticeLoan), with respect to any EURIBOR Rate Loan at least three Business Days before the last day of the then current Interest Period with respect thereto, such EURIBOR Rate Loan shall, on such last day, automatically be continued as a EURIBOR Rate Loan with an Interest Period of one month; provided further that that, (Aa) each such conversion or continuation shall be pro rated among the applicable outstanding Loans of all Lenders that have made such Loans, and (Bb) no portion of the outstanding principal amount of any Loans may be continued as, or be converted into, LIBO Rate Loans when any Event of Default or Borrowing Base Deficiency has occurred and is continuing. Each such irrevocable request may be made by telephone confirmed promptly by hand delivery or facsimile to the Administrative Agent of the applicable Continuation/Conversion Notice. The conversion of a Base Rate Loan into a LIBO Rate Loan or a LIBO Rate Loan into a Base Rate Loan shall not effect a novation of the Loan so converted.”

Continuation and Conversion Elections. By Subject to the second proviso in the first sentence of Section 2.3.1, by delivering a Continuation/Continuation/ Conversion Notice to the Administrative Agent on or before 10:00 a.m. not later than 2:00 p.m. on a Business Day, the applicable Borrower may from time to time irrevocably elect elect, on not less than one Business Day's notice in the case of conversions into Base Rate Loans, or three nor Business Days' notice in the case of continuations of or conversions into Eurodollar Rate Loans, and in either case not more than five Business Days’ notice (a) to convert ' notice, that all, or any portion in an aggregate minimum amount of $500,000 be, in the case of Base Rate Loan into one or more LIBO Rate Loans, converted into Eurodollar Rate Loans or be, in the case of Eurodollar Rate Loans, converted into Base Rate Loans or continued as Eurodollar Rate Loans (bin the absence of delivery of a Continuation/Conversion Notice with respect to any Eurodollar Rate Loan at least three Business Days (but not more than five Business Days) before the last day of the then current Interest Period with respect thereto, to continue any LIBO Rate Loan as a LIBO Rate Loan or (c) before the last day of the then current Interest Period with respect thereto, to continue any EURIBOR Rate Loan as a EURIBOR Rate Loan; provided that (i) any portion of any Loan which is continued or converted hereunder shall be in a minimum amount of $1,000,000 or €1,000,000, as applicable, and in an integral multiple amount of $1,000,000 or €1,000,000 , as applicable, (ii) in the absence of prior notice as required above (which notice may be delivered telephonically followed by written confirmation within 24 hours thereafter by delivery of a Continuation/Conversion Notice), with respect to any LIBO Rate Loan at least three Business Days before the last day of the then current Interest Period with respect thereto, such LIBO Eurodollar Rate Loan shall, on such last day, automatically convert to a Base Rate Loan and (iii) in the absence of prior notice as required above (which notice may be delivered telephonically followed by written confirmation within 24 hours thereafter by delivery of a Continuation/Conversion NoticeLoan); provided, with respect to any EURIBOR Rate Loan at least three Business Days before the last day of the then current Interest Period with respect theretohowever, such EURIBOR Rate Loan shall, on such last day, automatically be continued as a EURIBOR Rate Loan with an Interest Period of one month; provided further that (Ax) each such conversion or continuation shall be pro rated among the applicable outstanding Loans of all Lenders that have made such Loans, and (By) no portion of the outstanding principal amount of any Loans may be continued as, or be converted into, LIBO Eurodollar Rate Loans when any Payment Default or Event of Default has occurred and is continuing.continuing or when any other Default has occurred and is continuing to the extent the Administrative Agent or Required Lenders have notified the Borrower that the

Continuation and Conversion Elections. By delivering a Continuation/Conversion notice (a "Notice of Continuation or Conversion"), which shall be substantially in the form of Exhibit M, to the Administrative Agent on or before 10:00 a.m. on 12:00 p.m. (Charlotte, North Carolina time) prior to (1) the Business Day of each conversion to a Base Rate Loan, (2) three Business DayDays prior to the requested date of any conversion to or continuation of, Eurocurrency Loans denominated in Dollars, and (3) four Business Days (or five Business Days in the case of Special Notice Currencies) prior to the requested date of any conversion to Eurocurrency Loans denominated in Alternative Currencies, the applicable Borrower may from time to time irrevocably elect on not less than three nor more than five Business Days’ elect, by notice delivered that all, or any portion in an aggregate principal Dollar Equivalent amount of $5,000,000 or any larger integral multiple of $1,000,000 be, (ai) to convert any in the case of Base Rate Loan into one or more LIBO Rate Loans, (b) before the last day of the then current Interest Period with respect thereto, to continue any LIBO Rate Loan as a LIBO Rate Loan converted into Eurocurrency Loans or (c) before the last day of the then current Interest Period with respect thereto, to continue any EURIBOR Rate Loan as a EURIBOR Rate Loan; provided that (i) any portion of any Loan which is continued or converted hereunder shall be in a minimum amount of $1,000,000 or €1,000,000, as applicable, and in an integral multiple amount of $1,000,000 or €1,000,000 , as applicable, (ii) in the absence case of prior notice as required above (which notice may be delivered telephonically followed by written confirmation within 24 hours thereafter by delivery of a Continuation/Conversion Notice)Eurocurrency Loans, with respect to any LIBO Rate Loan at least three Business Days before the last day of the then current Interest Period with respect thereto, such LIBO Rate Loan shall, on such last day, automatically convert to a converted into Base Rate Loan and (iii) in the absence of prior notice as required above (which notice may be delivered telephonically followed by written confirmation within 24 hours thereafter by delivery of a Continuation/Conversion Notice), with respect to any EURIBOR Rate Loan at least three Business Days before the last day of the then current Interest Period with respect thereto, such EURIBOR Rate Loan shall, on such last day, automatically be Loans or continued as a EURIBOR Rate Loan with an Interest Period of one monthEurocurrency Loans; provided further provided, however, that (Ax) each such conversion or continuation shall be pro rated among the applicable outstanding Loans of all Lenders Banks that have made such Loans, and (By) no portion of the outstanding principal amount of any Loans may be continued as, or be converted into, LIBO Rate Loans any Eurocurrency Loan when any Event of Default has occurred and is continuing, and (z) when any Default has occurred and is continuing, the Required Banks may demand that any or all of the then-outstanding Eurocurrency Loans denominated in an Alternative Currency be converted to Dollar-denominated Base Rate Loans on the last day of the then-current Interest Period with respect thereto. In the absence of delivery of a Notice of Continuation or Conversion with respect to any Eurocurrency Loan at least three (3) Business Days before the last day of the then current Interest Period with respect thereto, such Eurocurrency Loan shall, on such last day, automatically convert to a Base Rate Loan; provided, however, that in the case of a failure to timely request a continuation of a Loan denominated in an Alternative Currency, such Loan shall be continued as a Eurocurrency Loan in its original currency with an Interest Period of one month. No Loan may be converted into or continued as a Loan denominated in a different currency, but instead must be prepaid in the original currency of such Loan and reborrowed in the other currency.

Continuation and Conversion Elections. By delivering a Continuation/Conversion Notice to the Administrative Agent on or before 10:00 11:00 a.m. (New York City time) on a Business Day, the applicable Borrower may from time to time irrevocably elect on not less than one nor more than five (5) Business Days’ notice, in the case of Base Rate Loans, and not less than three nor (3) Business Days (but not more than five (5) Business Days’) notice, in the case of Eurodollar Rate Loans, that all, or any portion in an aggregate minimum amount of $1,000,000 and an integral multiple of $100,000 be, in the case of Base Rate Loans, converted into Eurodollar Rate Loans (for the Interest Period specified in such Continuation/Conversion Notice) or be, in the case of Eurodollar Rate Loans, converted into Base Rate Loans or continued as Eurodollar Rate Loans (in the absence of delivery of a Continuation/Conversion Notice with respect to any Eurodollar Rate Loan at least three Business Days (but not more than five Business Days’ notice (a) to convert any Base Rate Loan into one or more LIBO Rate Loans, (b) before the last day of the then current Interest Period with respect thereto, to continue any LIBO Rate Loan as a LIBO Rate Loan or (c) before the last day of the then current Interest Period with respect thereto, to continue any EURIBOR Rate Loan as a EURIBOR Rate Loan; provided that (i) any portion of any Loan which is continued or converted hereunder shall be in a minimum amount of $1,000,000 or €1,000,000, as applicable, and in an integral multiple amount of $1,000,000 or €1,000,000 , as applicable, (ii) in the absence of prior notice as required above (which notice may be delivered telephonically followed by written confirmation within 24 hours thereafter by delivery of a Continuation/Conversion Notice), with respect to any LIBO Rate Loan at least three Business Days before the last day of the then current Interest Period with respect thereto, such LIBO Eurodollar Rate Loan shall, on such last day, automatically convert to a Base Rate Loan and Loan); provided, however, that; (iii) in the absence of prior notice as required above (which notice may be delivered telephonically followed by written confirmation within 24 hours thereafter by delivery of a Continuation/Conversion Notice), with respect to any EURIBOR Rate Loan at least three Business Days before the last day of the then current Interest Period with respect thereto, such EURIBOR Rate Loan shall, on such last day, automatically be continued as a EURIBOR Rate Loan with an Interest Period of one month; provided further that (Aa) each such conversion or continuation shall be pro rated prorated among the applicable outstanding Loans of all Lenders that have made such Loans, and Lenders; (Bb) no portion of the outstanding principal amount of any Loans may be continued as, or be converted into, LIBO Eurodollar Rate Loans when any Default or Event of Default has occurred and is continuing, unless the Required Lenders otherwise agree; (c) no Loans may be continued as, or be converted into, Eurodollar Rate Loans after the day that is one month prior to the Maturity Date; and (d) if the aggregate amount of Eurodollar Rate Loans in respect of any Borrowing is reduced by payment, prepayment or conversion to be less than $1,000,000 such Eurodollar Rate Loans shall automatically convert to Base Rate Loans.

Continuation and Conversion Elections. By delivering a Continuation/Continuation/ Conversion Notice to the Administrative Agent on or before 10:00 a.m. 12:00 noon, Chicago time, on a Business Day, the applicable Borrower may from time to time irrevocably elect elect, on not less than one Business Day's notice (in the case of a conversion of Committed Loans that are LIBO Rate Loans to Base Rate Loans) or three Business Days' notice (in the case of a continuation of Committed Loans that are LIBO Rate Loans or a conversion of Committed Loans that are Base Rate Loans into LIBO Rate Loans) nor more than five Business Days’ ' notice (ain the case of any Committed Loans) to convert any Base Rate Loan into one that all, or more LIBO Rate Loans, (b) before the last day of the then current Interest Period with respect thereto, to continue any LIBO Rate Loan as a LIBO Rate Loan or (c) before the last day of the then current Interest Period with respect thereto, to continue any EURIBOR Rate Loan as a EURIBOR Rate Loan; provided that (i) any portion of any Loan which is continued or converted hereunder shall be in a minimum amount of (i) in the case of Committed Loans in Dollars, $1,000,000 500,000 or €1,000,000, as applicable, and in an any larger integral multiple amount of $1,000,000 100,000 or €1,000,000 , as applicable, (ii) in the case of Committed Loans in any Foreign Currency, in an integral multiple of 100,000 units of such Foreign Currency be, in the case of Committed Loans that are Base Rate Loans, converted into LIBO Rate Loans or, in the case of Committed Loans that are LIBO Rate Loans, continued as LIBO Rate Loans or, in the case of Committed Loans in Dollars or Canadian Dollars, converted into Base Rate Loans (in the absence of prior notice as required above (which notice may be delivered telephonically followed by written confirmation within 24 hours thereafter by delivery of a Continuation/Conversion Notice), Notice with respect to any Committed Loan that is a LIBO Rate Loan at least three Business Days before the last day of the then current Interest Period with respect thereto, such LIBO Rate Loan shall, on such last day, (i) in the case of Committed Loans in Dollars or Canadian Dollars, automatically convert to a Base Rate Loan and (iiiii) in the absence case of prior notice as required above (which notice may be delivered telephonically followed by written confirmation within 24 hours thereafter by delivery of a Continuation/Conversion Notice), with respect to Committed Loans in any EURIBOR Rate Loan at least three Business Days before the last day of the then current Interest Period with respect thereto, such EURIBOR Rate Loan shall, on such last dayForeign Currency other than Canadian Dollars, automatically be continued as a EURIBOR Rate Loan with for an additional Interest Period of one month); provided further provided, however, that (Ax) each such conversion or continuation shall be pro rated among the applicable outstanding Committed Loans of all Lenders that have made such Loansthe relevant Lenders, and (By) no portion of the outstanding principal amount of any Committed Loans in Dollars or Canadian Dollars may be continued as, or be converted into, LIBO Rate Loans when any Event of Default has occurred and is continuing. No Committed Loan or portion of the outstanding principal amount of any Committed Loan may be continued as or converted into a Loan denominated in a currency other than the one in which it was originally made and no Committed Loan in any Foreign Currency other than Canadian Dollars may be converted into a Base Rate Loan.

Continuation and Conversion Elections. By delivering a Continuation/Conversion Notice to the Administrative Agent on or before 10:00 a.m. not later than 2:00 p.m. on a Business Day, the applicable Borrower may from time to time irrevocably elect elect, on not less than one Business Day's notice in the case of conversions into Alternate Base Rate Loans, or three nor Business Days' notice in the case of continuations of or conversions into Eurodollar Loans, and in either case not more than five Business Days’ notice (a) to convert ' notice, that all, or any portion in an aggregate minimum amount of $[_________] and in an integral multiple of $[_________] be, in the case of Alternate Base Rate Loan into one or more LIBO Rate Loans, converted into Eurodollar Loans or be, in the case of Eurodollar Loans, converted into Alternate Base Rate Loans or continued as Eurodollar Loans (bin the absence of delivery of a Continuation/ Conversion Notice with respect to any Eurodollar Loan at least three Business Days (but not more than five Business Days) before the last day of the then current Interest Period with respect thereto, to continue any LIBO Rate Loan as a LIBO Rate Loan or (c) before the last day of the then current Interest Period with respect thereto, to continue any EURIBOR Rate Loan as a EURIBOR Rate Loan; provided that (i) any portion of any Loan which is continued or converted hereunder shall be in a minimum amount of $1,000,000 or €1,000,000, as applicable, and in an integral multiple amount of $1,000,000 or €1,000,000 , as applicable, (ii) in the absence of prior notice as required above (which notice may be delivered telephonically followed by written confirmation within 24 hours thereafter by delivery of a Continuation/Conversion Notice), with respect to any LIBO Rate Loan at least three Business Days before the last day of the then current Interest Period with respect thereto, such LIBO Rate Eurodollar Loan shall, on such last day, automatically convert to a an Alternate Base Rate Loan and (iii) in the absence of prior notice as required above (which notice may be delivered telephonically followed by written confirmation within 24 hours thereafter by delivery of a Continuation/Conversion NoticeLoan), with respect to any EURIBOR Rate Loan at least three Business Days before the last day of the then current Interest Period with respect thereto, such EURIBOR Rate Loan shall, on such last day, automatically be continued as a EURIBOR Rate Loan with an Interest Period of one month; provided further that (Ax) each such conversion or continuation shall be pro rated among the applicable outstanding Loans of all Lenders that have made such Loans, and (By) no portion of the outstanding principal amount of any Loans may be continued as, or be converted into, LIBO Rate Eurodollar Loans when any Payment Default or Event of Default has occurred and is continuingcontinuing to the extent the Administrative Agent or Required Lenders have notified the Borrower that the occurrence and continuance of such Payment Default or Event of Default shall prevent the Borrower from so continuing or converting such Loans.

Continuation and Conversion Elections. By delivering a Continuation/Conversion Notice prior telephonic notice to the Administrative Agent on or before 10:00 11:00 a.m. on a Business DayDay (such notice to be confirmed in writing within 24 hours thereafter by delivery of a Continuation/Conversion Notice), the applicable any Borrower may from time to time irrevocably elect elect: (a) on not less than three nor more than five Business Days’ notice (a) to convert notice, the conversion of any Base Rate Loan into one or more LIBO Rate Loans, Eurocurrency Loans denominated in Dollars or the continuation of any Eurocurrency Loan denominated in Dollars as a Eurocurrency Loan so denominated; and (b) before on not less than five Business Days’ notice, the last day continuation of the then current Interest Period with respect thereto, to continue any LIBO Rate Eurocurrency Loan denominated in an Alternate Currency as a LIBO Rate Eurocurrency Loan or (c) before the last day of the then current Interest Period with respect thereto, to continue any EURIBOR Rate Loan as a EURIBOR Rate Loandenominated in such Alternate Currency; provided that (i) any portion of any Loan which is continued or converted hereunder shall be in a minimum amount of $1,000,000 or €1,000,000, as applicable, and in an integral multiple amount of $1,000,000 or €1,000,000 , as applicable, (ii) 1,000,000; and provided further that in the absence of prior notice as required above (which notice may be delivered telephonically followed by written confirmation within 24 hours thereafter by delivery of a Continuation/Conversion Notice)) with respect to any Eurocurrency Loan denominated in Dollars at least three Business Days (or, with respect to any LIBO Rate Eurocurrency Loan denominated in an Alternate Currency, at least three five Business Days Days) before the last day of the then current Interest Period with respect thereto, such LIBO Rate Eurocurrency Loan shall, on such last day, automatically convert to a Base Rate Loan (and (iii) any such Eurocurrency Loan denominated in the absence of prior notice as required above (which notice may an Alternate Currency shall be delivered telephonically followed by written confirmation within 24 hours thereafter by delivery of a Continuation/Conversion Noticeredenominated in Dollars), with respect to any EURIBOR Rate Loan at least three Business Days before the last day of the then current Interest Period with respect thereto, such EURIBOR Rate Loan shall, on such last day, automatically be continued as a EURIBOR Rate Loan with an Interest Period of one month; provided further that (Ai) each such conversion or continuation shall be pro rated prorated among the applicable outstanding Loans of all Lenders that have made such Loans, and (Bii) no portion of the outstanding principal amount of any Loans may be continued as, or be converted into, LIBO Rate Eurocurrency Loans when any Event of Default has occurred and is continuing.