Common use of Continuations and Conversions Clause in Contracts

Continuations and Conversions. The Borrower may Convert all or any part of any Borrowing to a Borrowing of a different Type and the Borrower may Continue all or any part of any Eurodollar Rate Borrowing as a Borrowing of the same Type, by giving the Administrative Agent written notice (which may be a Borrowing Request) not later than 10:00 a.m., Dallas, Texas, time on the Business Day of the Conversion into a Base Rate Borrowing or a Eurodollar Daily Floating Rate Borrowing and on the Business Day at least two Business Days before Conversion into or Continuation of a Eurodollar Rate Borrowing, in each case specifying: (i) the Conversion or Continuation date, (ii) the amount of the Borrowing to be Converted or Continued, (iii) in the case of Conversions, the Type of Borrowing to be Converted into, and (iv) in the case of a Continuation of or Conversion into a Eurodollar Rate Borrowing, the duration of the Interest Period applicable thereto; provided that (a) Eurodollar Rate Borrowings may only be Converted on the last day of the Interest Period; (b) except for Conversions to Base Rate Borrowings, no Conversions shall be made while an Event of Default has occurred and is continuing; (c) no more than ten (10) Eurodollar Rate Borrowings and Eurodollar Daily Floating Rate Borrowings may be in existence at any one time; and (d) no Interest Period may end after the Maturity Date. All notices given under this Section shall be irrevocable. If the Borrower shall fail to give the Administrative Agent the notice as specified above for Continuation or Conversion of a Eurodollar Rate Borrowing prior to the end of the Interest Period with respect thereto, such Eurodollar Rate Borrowing shall automatically be continued as a Eurodollar Rate Borrowing with an Interest Period of one month’s duration unless an Event of Default exists, in which case such Eurodollar Rate Borrowing shall be automatically converted to an Base Rate Borrowing. The Administrative Agent shall promptly advise the Lenders of any notice given pursuant to this Section 2.02.

Continuations and Conversions. The Borrower may Convert all or any part of any Borrowing make the following elections with respect to a Borrowing of a different Type and the Borrower may Continue all or any part of any Eurodollar Rate Borrowing as a Borrowing of the same Type, by giving the Administrative Agent written notice (which may be a Borrowing Request) not later than 10:00 a.m., Dallas, Texas, time on the Business Day of the Conversion into a Loans already outstanding: to convert Base Rate Borrowing or a Loans to Eurodollar Daily Floating Loans, to convert Eurodollar Loans to Base Rate Borrowing and on the Business Day at least two Business Days before Conversion into or Continuation of a Eurodollar Rate Borrowing, in each case specifying: (i) the Conversion or Continuation date, (ii) the amount of the Borrowing to be Converted or Continued, (iii) in the case of Conversions, the Type of Borrowing to be Converted into, and (iv) in the case of a Continuation of or Conversion into a Eurodollar Rate Borrowing, the duration of the Interest Period applicable thereto; provided that (a) Eurodollar Rate Borrowings may only be Converted Loans on the last day of the Interest Period applicable thereto, or to continue Eurodollar Loans beyond the expiration of such Interest Period by designating a new Interest Period to take effect at the time of such expiration. In making such elections, Borrower may combine existing Loans made pursuant to separate Borrowings into one new Borrowing or divide existing Loans made pursuant to one Borrowing into separate new Borrowings, provided that Borrower may have no more than five Borrowings of Eurodollar Loans outstanding at any time. To make any such election, Borrower must give to Agent written notice (or telephonic notice promptly confirmed in writing) of any such conversion or continuation of existing Loans, with a separate notice given for each new Borrowing. Each such notice constitutes a "Continuation/Conversion Notice" hereunder and must: (i) specify the existing Loans which are to be continued or converted; (ii) specify (A) the aggregate amount of any Borrowing of Base Rate Loans into which such existing Loans are to be continued or converted and the date on which such continuation or conversion is to occur, or (B) the aggregate amount of any Borrowing of Eurodollar Loans into which such existing Loans are to be continued or converted, the date on which such continuation or conversion is to occur (which shall be the first day of the Interest Period which is to apply to such Eurodollar Loans), and the length of the applicable Interest Period; and (biii) except for Conversions be received by Agent not later than 8:00 a.m., Los Angeles, California time, on (A) the day on which any such continuation or conversion to Base Rate BorrowingsLoans is to occur, no Conversions or (B) the third Business Day preceding the day on which any such continuation or conversion to Eurodollar Loans is to occur. Each such written request or confirmation must be made in the form and substance of the "Continuation/Conversion Notice" attached hereto as Exhibit C, duly completed. Each such telephonic request shall be made while an Event deemed a representation, warranty, acknowledgment and agreement by Borrower as to the matters which are required to be set out in such written confirmation. Upon receipt of Default has occurred and is continuing; (c) no more than ten (10) Eurodollar Rate Borrowings and Eurodollar Daily Floating Rate Borrowings may be in existence at any one time; and (d) no Interest Period may end after such Continuation/Conversion Notice, Agent shall give each Lender prompt notice of the Maturity Dateterms thereof. All notices given under this Section Each Continuation/Conversion Notice shall be irrevocableirrevocable and binding on Borrower. During the continuance of any Default, Borrower may not make any election to convert existing Loans into Eurodollar Loans or continue existing Loans as Eurodollar Loans. If (due to the Borrower shall fail to give the Administrative Agent the notice as specified above for Continuation or Conversion existence of a Default or for any other reason) Borrower fails to timely and properly give any notice of continuation or conversion with respect to a Borrowing of existing Eurodollar Rate Borrowing Loans at least three days prior to the end of the Interest Period with respect applicable thereto, such Eurodollar Rate Borrowing Loans shall automatically be continued as a Eurodollar converted into Base Rate Borrowing with an Loans at the end of such Interest Period of one month’s duration unless an Event of Default exists, in which case such Eurodollar Rate Borrowing Period. No new funds shall be automatically converted to an Base Rate Borrowing. The Administrative Agent shall promptly advise the Lenders repaid by Borrower or advanced by any Lender in connection with any continuation or conversion of any notice given existing Loans pursuant to this Section 2.02section, and no such continuation or conversion shall be deemed to be a new advance of funds for any purpose; such continuations and conversions merely constitute a change in the interest rate applicable to already outstanding Loans.

Continuations and Conversions. The Borrower may Convert all or any part of any Borrowing to a Borrowing of a different Type and the Borrower may Continue all or any part of any Eurodollar Fixed Rate Borrowing as a Borrowing of the same Type, by giving the Administrative Agent written notice (which may be a Borrowing Request) not later than 10:00 a.m., Dallas, Texas, time on the Business Day of the Conversion into a Base Rate Borrowing or a Eurodollar Daily Floating Rate ABR Borrowing and on the Business Day at least two three Business Days before Conversion into or Continuation of a Eurodollar Fixed Rate Borrowing, in each case Borrowing specifying: (i) the Conversion or Continuation date, (ii) the amount of the Borrowing to be Converted or Continued, (iii) in the case of Conversions, the Type of Borrowing to be Converted into, and (iv) in the case of a Continuation of or Conversion into a Eurodollar Fixed Rate Borrowing, the duration of the Interest Period applicable thereto; provided that (a) Eurodollar Fixed Rate Borrowings may only be Converted on the last day of the Interest Period; (b) except for Conversions to Base Rate ABR Borrowings, no Conversions shall be made while an Event of Default has occurred and is continuing; (c) no more than only ten (10) Eurodollar Fixed Rate Borrowings and Eurodollar Daily Floating (including Fixed Rate Borrowings of Swingline Loans) may be in existence at any one time; and (d) no Interest Period may end after the Maturity Date; (e) a Borrowing denominated in one Available Currency may not be Converted by the Borrower into another Available Currency; (f) Dollar ABR Swingline Borrowings may not be Converted to Fixed Rate Borrowings; and (g) Fixed Rate Euro Borrowings and Fixed Rate Australian Dollar Borrowings may not be Converted to ABR Borrowings. All notices given under this Section shall be irrevocableirrevocable and shall be given not later than 11:00 a.m. New York, New York time on the Business Day that is not less than the number of Business Days specified above for such notice. If the Borrower shall fail to give the Administrative Agent the notice as specified above for Continuation or Conversion of a Eurodollar Fixed Rate Borrowing prior to the end of the Interest Period with respect thereto, such Eurodollar Fixed Rate Borrowing shall automatically be continued as a Eurodollar Fixed Rate Borrowing with an Interest Period of one month’s 's duration unless such Fixed Rate Borrowing is a Dollar Borrowing and an Event of Default exists, in which case such Eurodollar Dollar Fixed Rate Borrowing shall be automatically converted to an Base Rate ABR Borrowing. The Administrative Agent shall promptly advise the Lenders of any notice given pursuant to this Section 2.02.

Continuations and Conversions. The Borrower may Convert all or any part of any Borrowing to a Borrowing of a different Type and the Borrower may Continue all or any part of any Eurodollar Eurocurrency Rate Borrowing as a Borrowing of the same Type, by giving the Administrative Agent written notice (which may be a Borrowing Request) not later than 10:00 a.m., Dallas, Texas, time on the Business Day of the Conversion into a Base Rate Borrowing or a Eurodollar Daily Floating Rate Borrowing and on the Business Day at least two three Business Days before Conversion into or Continuation of a Eurodollar Eurocurrency Rate Borrowing, in each case Borrowing specifying: (i) the Conversion or Continuation date, (ii) the amount of the Borrowing to be Converted or Continued, (iii) in the case of Conversions, the Type of Borrowing to be Converted into, and (iv) in the case of a Continuation of or Conversion into a Eurodollar Eurocurrency Rate Borrowing, the duration of the Interest Period applicable thereto; provided that (a) Eurodollar Eurocurrency Rate Borrowings may only be Converted on the last day of the Interest Period; (b) except for Conversions to Base Rate Borrowings, no Conversions shall be made while an Event of Default has occurred and is continuing; (c) no more than only ten (10) Eurodollar Eurocurrency Rate Borrowings and Eurodollar Daily Floating (including Eurocurrency Rate Borrowings of Swingline Loans) may be in existence at any one time; and (d) no Interest Period may end after the Maturity Date; (e) a Borrowing denominated in one Available Currency may not be Converted by the Borrower into another Available Currency; (f) Dollar Base Rate Swingline Borrowings may not be Converted to Eurocurrency Rate Borrowings; and (g) Loans in an Alternative Currency may not be Converted to Base Rate Borrowings. All notices given under this Section shall be irrevocableirrevocable and shall be given not later than 10:00 a.m. Dallas, Texas time on the Business Day that is not less than the number of Business Days specified above for such notice. If the Borrower shall fail to give the Administrative Agent the notice as specified above for Continuation or Conversion of a Eurodollar Eurocurrency Rate Borrowing prior to the end of the Interest Period with respect thereto, such Eurodollar Eurocurrency Rate Borrowing shall automatically be continued as a Eurodollar Eurocurrency Rate Borrowing with an Interest Period of one month’s duration unless such Eurocurrency Rate Borrowing is a Dollar Borrowing and an Event of Default exists, in which case such Eurodollar Dollar Eurocurrency Rate Borrowing shall be automatically converted to an Base Rate Borrowing. The Administrative Agent shall promptly advise the Lenders of any notice given pursuant to this Section 2.02.

Continuations and Conversions. The Borrower may Convert all or any part In the case of any Borrowing to a Borrowing of a different Type and continuing LIBOR Loans as LIBOR Loans at the Borrower may Continue all or any part of any Eurodollar Rate Borrowing as a Borrowing end of the same Typeapplicable Interest Period for such Loans, by giving Converting LIBOR Loans to Alternate Base Rate Loans at the Administrative Agent written notice (which may be a Borrowing Request) not later than 10:00 a.m., Dallas, Texas, time on the Business Day end of the Conversion into a applicable Interest Period for such Loans or Converting Alternate Base Rate Borrowing or a Eurodollar Daily Floating Rate Borrowing and on the Business Day at least two Business Days before Conversion Loans into or Continuation of a Eurodollar Rate Borrowing, in each case specifying: LIBOR Loans: (i) In the Conversion case of continuations or Continuation dateConversions of LIBOR Loans, at least three Business Days' prior to the expiration of an Interest Period relating to any outstanding LIBOR Loans, an Authorized Signatory of Borrower shall give the Agent notice, which notice shall be irrevocable, specifying the applicable Interest Period and advising whether on the last day of such Interest Period all or a portion of such LIBOR Loans are to be continued as LIBOR Loans or are to be Converted to Alternate Base Rate Loans. If Borrower elects to continue all or a portion of such LIBOR Loans as LIBOR Loans, such notice shall also select the duration of the new Interest Period applicable to such Loans. If Borrower has elected to have such LIBOR Loans Convert to Alternate Base Rate Loans or if the conditions for continuing LIBOR Loans as such Loans set forth in Section 3.6 are not satisfied, on the date of the expiration of the applicable Interest Period such outstanding LIBOR Loans shall Convert to Alternate Base Rate Loans. In the event Borrower fails to provide the Agent with the notice required by this subsection (c)(i), on the last day of the applicable Interest Period all LIBOR Loans relating to such Interest Period shall Convert to Alternate Base Rate Loans. (ii) In the case of Conversions of Alternate Base Rate Loans, at least three Business Days prior to the date of Conversion of any outstanding Alternate Base Rate Loans into LIBOR Loans, an Authorized Signatory of Borrower shall give the Agent notice, which notice shall be irrevocable, specifying the principal amount of the Borrowing Alternate Base Rate Loans to be Converted or Continued, (iii) in the case of Conversions, the Type of Borrowing to be Converted into, and (iv) in the case of a Continuation of or Conversion into a Eurodollar Rate Borrowing, the duration of the Interest Period applicable thereto; provided that (a) Eurodollar Rate Borrowings may only be Converted on selected by Borrower for such Loans. On the last day of the Interest Period; (b) except for Conversions to date specified in such notice, such Alternate Base Rate Borrowings, no Conversions Loans shall be made while an Event of Default has occurred and is continuing; (c) no more than ten (10) Eurodollar Rate Borrowings and Eurodollar Daily Floating Rate Borrowings may be in existence at any one time; and (d) no Interest Period may end after the Maturity Date. All notices given under this Section shall be irrevocable. If the Borrower shall fail convert to give the Administrative Agent the notice as specified above for Continuation or Conversion of a Eurodollar Rate Borrowing prior to the end of the Interest Period with respect thereto, such Eurodollar Rate Borrowing shall automatically be continued as a Eurodollar Rate Borrowing with an Interest Period of one month’s duration unless an Event of Default exists, in which case such Eurodollar Rate Borrowing shall be automatically converted to an Base Rate Borrowing. The Administrative Agent shall promptly advise the Lenders of any notice given pursuant to this Section 2.02LIBOR Loans.

Continuations and Conversions. The (a) Subject to the terms below, Borrower may shall have the option, on any Business Day prior to the Final Maturity Date to Continue existing SOFR Loans or Alternative Currency Term Rate Loans for a subsequent Interest Period, to Convert all ABR Loans into SOFR Loans, or any part of any Borrowing to a Borrowing of a different Type and the Borrower may Continue all Convert SOFR Loans into ABR Loans, to Convert Alternative Currency Term Rate Loans into Alternative Currency Daily Rate Loans, or any part of any Eurodollar to Convert Alternative Currency Daily Rate Borrowing as a Borrowing of the same Type, by giving the Administrative Agent written notice (which may be a Borrowing Request) not Loans into Alternative Currency Term Rate Loans. By no later than 10:00 a.m., Dallas, Texas, time on the Business Day of the Conversion into a Base Rate Borrowing or a Eurodollar Daily Floating Rate Borrowing and on the Business Day at least two Business Days before Conversion into or Continuation of a Eurodollar Rate Borrowing, in each case specifying: 11:00 a.m. (i) on the date of the requested Conversion or Continuation dateof a SOFR Loan to an ABR Loan, (ii) three (3) U.S. Government Securities Business Days prior to the amount date of the Borrowing requested Continuation of a SOFR Loan or Conversion of an ABR Loan to be Converted or Continueda SOFR Loan, and (iii) in three (3) Business Days prior to the case date of Conversions, the Type of Borrowing to be Converted into, and requested (ivA) in the case of a Continuation of an Alternative Currency Term Rate Loan, (B) Conversion of an Alternative Currency Daily Rate Loan into an Alternative Currency Term Rate Loan of the same currency or (C) Conversion of an Alternative Currency Term Rate Loan into an Alternative Currency Daily Rate Loan of the same currency, Borrower shall deliver to Administrative Agent a Eurodollar Rate Borrowingwritten Loan Notice setting out whether Borrower wishes to Continue or Convert such Loans. (b) Notwithstanding anything in this Agreement to the contrary, (i) except as provided in Sections 4.3 and 4.4, SOFR Loans may only be Continued or Converted into ABR Loans on the duration last day of the Interest Period applicable thereto; , (ii) SOFR Loans may not be Continued nor may ABR Loans be Converted into SOFR Loans during the existence and continuation of a Default, (iii) any request to Continue a SOFR Loan that fails to comply with the terms hereof or any failure to request a Continuation of a SOFR Loan at the end of an Interest Period shall be deemed a request to Convert such SOFR Loan to an ABR Loan on the last day of the applicable Interest Period, (iv) except as provided that (a) Eurodollar in Sections 4.3 and 4.4, Alternative Currency Term Rate Borrowings Loans may only be Continued or Converted on the last day of the Interest Period; (b) except for Conversions to Base Rate BorrowingsPeriod applicable thereto, no Conversions shall be made while an Event of Default has occurred and is continuing; (c) no more than ten (10) Eurodollar Rate Borrowings and Eurodollar Daily Floating Rate Borrowings may be in existence at any one time; and (dv) no Interest Period may end after any request to Continue an Alternative Currency Term Rate Loan that fails to comply with the Maturity Date. All notices given under this Section shall be irrevocable. If the Borrower shall fail terms hereof or any failure to give the Administrative Agent the notice as specified above for request a Continuation or Conversion of a Eurodollar an Alternative Currency Term Rate Borrowing prior to Loan at the end of the Interest Period with respect thereto, such Eurodollar Rate Borrowing shall automatically be continued as a Eurodollar Rate Borrowing with an Interest Period shall be deemed a request to Continuation of such an Alternative Currency Term Rate Loan on the last day of the applicable Interest Period for a period of one month’s duration unless an Event of Default exists, in which case such Eurodollar Rate Borrowing shall be automatically converted to an Base Rate Borrowing. The Administrative Agent shall promptly advise the Lenders of any notice given pursuant to this Section 2.02.

Continuations and Conversions. The Borrower may Convert all or any part make the following elections with respect to Loans already outstanding: to convert Base Rate Loans to Eurodollar Loans, to convert Eurodollar Loans to Base Rate Loans on the last day of any Borrowing the Interest Period applicable thereto, and to continue Eurodollar Loans beyond the expiration of such Interest Period by designating a Borrowing new Interest Period to take effect at the time of a different Type and the such expiration. In making such elections, Borrower may Continue all combine existing Loans made pursuant to separate Borrowings into one new Borrowing or divide existing Loans made pursuant to one Borrowing into separate new Borrowings. To make any part of any Eurodollar Rate Borrowing as a Borrowing of the same Typesuch election, by giving the Administrative Borrower must give to Agent written notice (or telephonic notice promptly confirmed in writing) of any such Conversion or Continuation of existing Loans, with a separate notice given for each new Borrowing. Each such notice constitutes a "Continuation/Conversion Notice" hereunder and must: (i) specify the existing Loans which may are to be a Continued or Converted; (ii) specify (A) the aggregate amount of any Borrowing Requestof Base Rate Loans into which such existing Loans are to be continued or converted and the date on which such Continuation or Conversion is to occur, or (B) the aggregate amount of any Borrowing of Eurodollar Loans into which such existing Loans are to be continued or converted, the date on which such Continuation or Conversion is to occur (which shall be the first day of the Interest Period which is to apply to such Eurodollar Loans), and the length of the applicable Interest Period; and (iii) be received by Agent not later than 10:00 a.m., Dallas, Texas, time time, on the Business Day of the Conversion into a Base Rate Borrowing or a Eurodollar Daily Floating Rate Borrowing and on the Business Day at least two Business Days before Conversion into or Continuation of a Eurodollar Rate Borrowing, in each case specifying: (iA) the Conversion or day on which any such Continuation date, (ii) the amount of the Borrowing to be Converted or Continued, (iii) in the case of Conversions, the Type of Borrowing to be Converted into, and (iv) in the case of a Continuation of or Conversion into a Eurodollar Rate Borrowing, the duration of the Interest Period applicable thereto; provided that (a) Eurodollar Rate Borrowings may only be Converted on the last day of the Interest Period; (b) except for Conversions to Base Rate BorrowingsLoans is to occur, no Conversions shall be made while an Event of Default has occurred and is continuing; or (cB) no more than ten (10) Eurodollar Rate Borrowings and Eurodollar Daily Floating Rate Borrowings may be in existence at the third Business Day preceding the day on which any one time; and (d) no Interest Period may end after the Maturity Date. All notices given under this Section shall be irrevocable. If the Borrower shall fail to give the Administrative Agent the notice as specified above for such Continuation or Conversion to Eurodollar Loans is to occur. Each such written request or confirmation must be made in the form and substance of the "Continuation/Conversion Notice" attached hereto as Exhibit C, duly completed. Each such telephonic request shall be deemed a representation, warranty, acknowledgment and agreement by Borrower as to the matters which are required to be set out in such written confirmation. Upon receipt of any such Continuation/Conversion Notice, Agent shall give each Lender prompt notice of the terms thereof. Each Continuation/Conversion Notice shall be irrevocable and binding on Borrower. During the continuance of any Default, Borrower may not make any election to convert existing Loans into Eurodollar Loans or continue existing Loans as Eurodollar Loans. If (due to the existence of a Default or for any other reason) Borrower fails to timely and properly give any Continuation/Conversion Notice with respect to a Borrowing of existing Eurodollar Rate Borrowing Loans at least three days prior to the end of the Interest Period with respect applicable thereto, such Eurodollar Rate Borrowing Loans shall automatically be continued as a Eurodollar converted into Base Rate Borrowing with an Loans at the end of such Interest Period of one month’s duration unless an Event of Default exists, in which case such Eurodollar Rate Borrowing Period. No new funds shall be automatically converted to an Base Rate Borrowing. The Administrative Agent shall promptly advise the Lenders repaid by Borrower or advanced by any Lender in connection with any Continuation or Conversion of any notice given existing Loans pursuant to this Section 2.02section, and no such Continuation or Conversion shall be deemed to be a new advance of funds for any purpose; such Continuations and Conversions merely constitute a change in the interest rate applicable to already outstanding Loans.