Common use of Conversion and Continuation Options Clause in Contracts

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar Loans to ABR Loans by giving the Administrative Agent at least three Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided that any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR Loans to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which notice shall specify the length of the initial Interest Period therefor), provided that no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans may not be converted to ABR Loans. (b) Any Eurodollar Loan may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving notice to the Administrative Agent, in accordance with the applicable provisions of the term “Interest Period” set forth in Section 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Loan under a particular Facility may be continued as such when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such continuations, and provided, further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Loans shall be automatically converted to ABR Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent U.S. Borrower may elect from time to time to convert outstanding Eurodollar Loans (in whole or in part) to ABR Loans by giving the General Administrative Agent at least three Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are prior to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) , at least one Business Day's prior irrevocable notice of such election, provided that any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of thereto unless the U.S. Borrowers Borrower shall promptly make a prepayment of such Eurodollar Loans (in accordance with agree to pay the procedures costs associated therewith as set forth in this paragraph) in an aggregate amount equal to or greater than such excesssubsection 9.11(d). The Parent U.S. Borrower may elect from time to time to convert outstanding ABR Loans made to it (other than Swing Line Loans) (in whole or in part) to Eurodollar Loans by giving the General Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than to 12:00 Noon, New York City time) , at least three Business Days' prior irrevocable notice of such election (which election. Any such notice of conversion to Eurodollar Loans shall specify the length of the initial Interest Period or Interest Periods therefor). Upon receipt of any such notice the General Administrative Agent shall promptly notify each Lender thereof. All or any part of outstanding Eurodollar Loans and ABR Loans may be converted as provided herein, provided that (i) no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Default or Event of Default has occurred and is continuing and the General Administrative Agent has or the Requisite Majority Lenders in respect of such Facility have determined in its or their sole discretion that such conversion is not to permit such conversions. Upon receipt of appropriate, (ii) any such notice conversion may only be made if, after giving effect thereto, subsection 9.3 shall not have been violated, (iii) no ABR Loan may be converted into a Eurodollar Loan after the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency date that is one month prior to the Revolving Credit Termination Date and (iv) Swing Line Loans may not be converted to ABR Eurodollar Loans. (b) Any Eurodollar Loan Loans may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent U.S. Borrower giving notice to the General Administrative Agent, in accordance with the applicable provisions of the term “Interest Period” set forth in Section 1.1, Agent of the length of the next Interest Period to be applicable to such LoansLoans determined in accordance with the applicable provisions of the term "Interest Period" set forth in subsection 1.1, provided that no Eurodollar Loan under a particular Facility may be continued as such (i) when any Default or Event of Default has occurred and is continuing and the General Administrative Agent has or the Requisite Majority Lenders in respect of such Facility have determined in its that such continuation is not appropriate, (ii) if, after giving effect thereto, subsection 9.3 would be contravened or their sole discretion not (iii) after the date that is one month prior to permit such continuationsthe Revolving Credit Termination Date, and provided, further, that if the Parent U.S. Borrower shall fail to give any required such notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Eurodollar Loans shall be automatically converted to ABR Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert its Eurodollar Loans to ABR Reference Rate Loans by giving the Administrative Agent at least three Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, election by 11:00 A.M. on a Business Day; provided that any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR its Reference Rate Loans to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of conversion to Eurodollar Loans shall specify the length of the initial Interest Period Periods therefor), provided that no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. All or any part of the outstanding Eurodollar Loans consisting of Alternate Currency Revolving and Reference Rate Loans may be converted as provided herein, provided that no Loans may be converted into a Eurodollar Loan (i) when any Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders in their sole discretion, notifies the Borrower such conversions shall not be permitted, (ii) if, after giving effect thereto, Section 2.7 would be contravened, or (iii) after the date that is one month prior to the Maturity Date; provided further, that if such conversion is not permitted pursuant to the preceding proviso and the applicable Eurodollar Loan is not repaid, such Loans shall automatically be converted to ABR LoansReference Rate Loans on the last day of such then expiring Interest Period. (b) Any Eurodollar Loan Loans may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving notice to the Administrative Agent, in accordance with the applicable appropriate notification provisions of the term “Interest Period” therefor set forth in Section 1.12.6(a), of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Loan under a particular Facility may be continued as such (i) when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Required Lenders in respect of such Facility have determined in its or their sole discretion not to permit such continuationsconversions, and provided(ii) if, after giving effect thereto, Section 2.7 would be contravened, or (iii) after the date that is one month prior to the Maturity Date; provided further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph Section 2.6 or if such continuation is not permitted pursuant to the preceding proviso proviso, such Loans other than Alternate Currency Loans shall automatically be automatically converted to ABR Reference Rate Loans on the last day of such then expiring Interest Period. Upon receipt . (c) The conversion or continuation of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency as herein provided shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period constitute the making of one month in the circumstance described abovenew Loans hereunder.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Convert Eurodollar Loans to ABR Loans Base Rate Loans, by giving the Administrative Agent at least three Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, election by delivery of a Conversion Notice; provided that any such conversion Conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR Convert Base Rate Loans to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of Conversion to Eurodollar Loans shall specify the length of the initial Interest Period or Interest Periods therefor). Upon receipt of any such notice the Administrative Agent shall promptly notify each Lender thereof. All or any part of outstanding Eurodollar Loans and Base Rate Loans may be Converted as provided herein, provided that (i) no ABR Loan under a particular Facility may be converted Converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Required Lenders in respect of such Facility have determined in its or their sole discretion that such a Conversion is not to permit such conversions. Upon receipt of appropriate, (ii) any such notice the Administrative Agent Conversion may only be made if, after giving effect thereto, Section 6.3 shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans not have been contravened, and (iii) no Loan may not be converted into a Eurodollar Loan after the date that is one month prior to ABR the Revolving Credit Termination Date (in the case of Conversions of Revolving Credit Loans) or the date of the final installment of principal (in the case of Conversions of Term Loans and Acquisition Loans). (b) Any Eurodollar Loan may be continued Continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving at least three Business Days' prior notice to the Administrative Agent, in accordance with the applicable provisions of the term “"Interest Period” " set forth in Section 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Loan under a particular Facility may be continued Continued as such (i) when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Required Lenders in respect of such Facility have determined in its or their sole discretion that such a Continuation is not appropriate, (ii) if, after giving effect thereto, Section 6.3 would be contravened or (iii) after the date that is one month prior to permit such continuationsthe Revolving Credit Termination Date (in the case of Continuations of Revolving Credit Loans) or the date of the final installment of principal (in the case of Continuations of Term Loans and Acquisition Loans), and provided, further, that if the Parent Borrower shall fail to give any required such notice as described above in this paragraph or if such continuation Continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Loans shall be automatically converted to ABR Base Rate Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar outstanding Loans from Eurocurrency Loans to ABR Loans by giving the Administrative Agent at least three two Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided that any such conversion of Eurodollar Eurocurrency Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert outstanding Loans from ABR Loans to Eurodollar Eurocurrency Loans by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of conversion to Eurocurrency Loans shall specify the length of the initial Interest Period or Interest Periods therefor), provided that no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant affected Lender thereof. All or any part of outstanding Eurocurrency Loans consisting of Alternate Currency Revolving and ABR Loans may not be converted as provided herein, provided that (i) (unless the Required Lenders otherwise consent) no Loan may be converted into a Eurocurrency Loan when any Default or Event of Default has occurred and is continuing and the Administrative Agent has given notice to ABR Loansthe Borrower that no such conversions may be made and (ii) no Loan may be converted into a Eurocurrency Loan after the date that is one month prior to the Maturity Date. (b) Any Eurodollar Eurocurrency Loan may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving notice to the Administrative AgentAgent of the length of the next Interest Period to be applicable to such Loan, determined in accordance with the applicable provisions of the term “Interest Period” set forth in Section subsection 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Eurocurrency Loan under a particular Facility may be continued as such (i) (unless the Required Lenders otherwise consent) when any Default or Event of Default has occurred and is continuing and the Administrative Agent has given notice to the Borrower that no such continuations may be made or (ii) after the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not date that is one month prior to permit such continuationsthe Maturity Date, and provided, further, that that, if the Parent Borrower shall fail to give any required notice as described above in this paragraph subsection 3.2(b) or if such continuation is not permitted pursuant to the preceding proviso proviso, such Loans other than Alternate Currency Eurocurrency Loans shall be automatically converted to ABR Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice of continuation pursuant to this subsection 3.2(b), the Administrative Agent shall promptly notify each relevant affected Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar Loans to ABR Alternate Base Rate Loans by giving the Administrative Agent at least three one Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided that any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR Alternate Base Rate Loans to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of conversion to Eurodollar Loans shall specify the length of the initial Interest Period or Interest Periods therefor). Upon receipt of any such notice the Agent shall promptly notify each Lender thereof. All or any part of outstanding Eurodollar Loans or Alternate Base Rate Loans may be converted as provided herein, provided that no ABR Alternate Base Rate Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and continuing, or after the Administrative Agent has or date that is one month prior to the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans may not be converted to ABR LoansMaturity Date. (b) Any Eurodollar Loan Loans may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving notice to the Administrative Agent, in accordance with the applicable provisions of the term “"Interest Period” " set forth in Section 1.1Annex A, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Loan under a particular Facility may be continued as such when any Event of Default has occurred and is continuing and continuing, or after the Administrative Agent has or date that is one month prior to the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such continuations, Maturity Date and provided, further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Loans shall be automatically converted to ABR Alternate Base Rate Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent U.S. Borrower may elect from time to time to convert outstanding Eurodollar Loans (in whole or in part) to ABR Loans by giving the General Administrative Agent at least three Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are prior to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) , at least one Business Day's prior irrevocable notice of such election, provided that any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of thereto unless the U.S. Borrowers Borrower shall promptly make a prepayment of such Eurodollar Loans (in accordance with agree to pay the procedures costs associated therewith as set forth in this paragraph) in an aggregate amount equal to or greater than such excesssubsection 9.11(d). The Parent U.S. Borrower may elect from time to time to convert outstanding ABR Loans made to it (other than Swing Line Loans) (in whole or in part) to Eurodollar Loans by giving the General Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than to 12:00 Noon, New York City time) , at least three Business Days' prior irrevocable notice of such election (which election. Any such notice of conversion to Eurodollar Loans shall specify the length of the initial Interest Period or Interest Periods therefor). Upon receipt of any such notice the General Administrative Agent shall promptly notify each Lender thereof. All or any part of outstanding Eurodollar Loans and ABR Loans may be converted as provided herein, provided that (i) no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Default or Event of Default has occurred and is continuing and the General Administrative Agent has or the Requisite Majority Lenders in respect of such Facility have determined in its or their sole discretion that such conversion is not to permit such conversions. Upon receipt of appropriate, (ii) any such notice conversion may only be made if, after giving effect thereto, subsection 9.3 shall not have been violated, (iii) no ABR Loan may be converted into a Eurodollar Loan after the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency date that is one month prior to the Revolving Credit Termination Date and (iv) Swing Line Loans may not be converted to ABR Eurodollar Loans. (b) Any Eurodollar Loan Loans may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent U.S. Borrower giving notice to the General Administrative Agent, in accordance with the applicable provisions of the term “Interest Period” set forth in Section 1.1, Agent of the length of the next Interest Period to be applicable to such LoansLoans determined in accordance with the applicable provisions of the term "Interest Period" set forth in subsection 1.1, provided that no Eurodollar Loan under a particular Facility may be continued as such (i) when any Default or Event of Default has occurred and is continuing and the General Administrative Agent has or the Requisite Majority Lenders in respect of such Facility have determined in its that such continuation is not appropriate, (ii) if, after giving effect thereto, subsection 9.3 would be contravened or their sole discretion not (iii) after the date that is one month prior to permit such continuationsthe Revolving Credit Termination Date, and provided, further, that if the Parent U.S. Borrower shall fail to give any required such notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Eurodollar Loans shall be automatically converted to ABR Loans on the last day of such then expiring Interest Period. Upon receipt . (c) Any Multicurrency Loans may be continued as such upon the expiration of any the then current Interest Period with respect thereto by the U.S. Borrower or the relevant Foreign Subsidiary Borrower giving a Notice of Multicurrency Loan Continuation, provided, that if the relevant Foreign Subsidiary Borrower shall fail to give such notice the Administrative Agent Notice of Multicurrency Loan Continuation, such Multicurrency Loans shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not automatically be converted to an ABR Loan, but shall continue as a Eurodollar Loan having continued for an Interest Period of one month in the circumstance described abovemonth.

Conversion and Continuation Options. (a) The Parent Borrower may may, subject to paragraph (b) below, elect from time to time to convert Eurodollar Loans to ABR Loans by giving the Administrative Agent at least three Business Days’ (or, in the case irrevocable notice of Eurodollar Loans denominated in Alternate Currency that are such election prior to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon1:00 P.M., New York City time) , three Business Days prior to the date of such electionconversion, which notice may be given by telephone (to be promptly confirmed in writing, including by facsimile), provided that any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR Loans to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ irrevocable notice of such election prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noonto 1:00 P.M., New York City time) , three Business Days prior to the date of such election (conversion, which notice may be given by telephone (to be promptly confirmed in writing, including by facsimile). Any such notice of conversion to Eurodollar Loans shall specify the length of the initial Interest Period or Interest Periods therefor). Upon receipt of any such notice the Administrative Agent shall promptly notify each affected Lender thereof. All or any part of outstanding Eurodollar Loans and ABR Loans may be converted as provided herein, provided that (i) no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans (ii) no ABR Loan may not be converted into a Eurodollar Loan after the date that is one month prior to ABR Loansthe Termination Date. (b) Any Eurodollar Loan Loans may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving notice to the Administrative Agent, Agent in accordance with the applicable provisions of the term “"Interest Period” " set forth in Section subsection 1.1, of the length of the next Interest Period to be applicable to such Eurodollar Loans, which notice may be given by telephone (to be promptly confirmed in writing, including by facsimile), provided that no Eurodollar Loan under a particular Facility may be continued as such (i) when any Event of Default has occurred and is continuing and the Administrative Agent has notified the Borrower that it has determined that such a continuation is not appropriate or (ii) after the Requisite Lenders date that is one month prior to the Termination Date (in respect the case of such Facility have determined continuations of Revolving Loans) or prior to the Term Loan Maturity Date (in its or their sole discretion not to permit such continuationsthe case of continuations of Term Loans), and provided, provided further, that if the Parent Borrower shall fail to give any required such notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Eurodollar Loans shall be automatically converted to ABR Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice pursuant to this subsection 4.2(b), the Administrative Agent shall promptly notify each relevant affected Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower Gannett may elect from time to time to convert Eurodollar Revolving Credit Loans and Eurodollar Term Loans to ABR Loans by giving the Administrative Agent at least three one Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) Day’s prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, ; provided that any such conversion of Eurodollar Revolving Credit Loans or Eurodollar Term Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower Gannett may elect from time to time to convert ABR Loans to Eurodollar Revolving Credit Loans or Eurodollar Term Loans, as applicable, by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of conversion to Eurodollar Revolving Credit Loans or Eurodollar Term Loans shall specify the length of the initial Interest Period or Interest Periods therefor), provided that no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. All or any part of outstanding Eurodollar Revolving Credit Loans, Eurodollar Term Loans consisting of Alternate Currency Revolving and ABR Loans may not be converted to ABR Loans. as provided herein; provided that (bi) Any Eurodollar no Loan may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving notice to the Administrative Agent, in accordance with the applicable provisions of the term “Interest Period” set forth in Section 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no converted into a Eurodollar Revolving Credit Loan under a particular Facility may be continued as such or Eurodollar Term Loan when any Event of Default has occurred and is continuing and continuing, (ii) no Five-Year Loan may be converted into a Eurodollar Revolving Credit Loan after the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such continuations, and provided, further, date that if the Parent Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant one month prior to the preceding proviso such Loans other than Alternate Currency Loans shall be automatically converted to ABR Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not applicable Termination Date and (iii) no Term Loan may be converted to an ABR Loan, but shall continue as into a Eurodollar Term Loan having an Interest Period of after the date that is one month in prior to the circumstance described aboveapplicable Termination Date.

Conversion and Continuation Options. (a) The Parent Borrower Company may elect from time to time to convert Revolving Credit Loans that are Eurodollar Loans denominated in Dollars to ABR Loans Loans, by giving the Administrative Agent at least three two Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided that any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower Company may elect from time to time to convert ABR Loans to Eurodollar Loans denominated in Dollars by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of conversion to Eurodollar Loans shall specify the length of the initial Interest Period or Interest Periods therefor). Upon receipt of any such notice the Administrative Agent shall promptly notify each Bank thereof. All or any part of outstanding Eurodollar Loans denominated in Dollars and ABR Loans may be converted as provided herein, provided that (i) no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility Majority Banks have determined in its or their sole discretion that such a conversion is not to permit such conversions. Upon receipt of appropriate, (ii) any such notice the Administrative Agent conversion may only be made if, after giving effect thereto, subsection 2.8 shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans not have been contravened and (iii) no Loan may not be converted into a Eurodollar Loan after the date that is one month prior to the Termination Date. For purposes of this subsection, any reference to an ABR LoansLoan shall be deemed to exclude any Swing Line Loan. (b) Any Revolving Credit Loans that are Eurodollar Loan Loans may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower Company giving notice to the Administrative Agent, in accordance with the applicable provisions of the term “Interest Period” set forth in Section subsection 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Loan under a particular Facility may be continued as such (i) when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility Majority Banks have determined in its or their sole discretion not to permit that such continuations, and provided, further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph or if such a continuation is not permitted pursuant appropriate, (ii) if, after giving effect thereto, subsection 2.8 would be contravened or (iii) after the date that is one month prior to the preceding proviso such Loans other than Alternate Currency Loans shall be automatically converted to ABR Loans on the last day of such then expiring Interest PeriodTermination Date. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender Bank thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert outstanding Eurodollar Loans (in whole or in part) to ABR Loans by giving the Administrative Agent at least three two Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided that any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert outstanding ABR Loans (in whole or in part) to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of conversion to Eurodollar Loans shall specify the length of the initial Interest Period or Interest Periods therefor), provided that no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. All or any part of outstanding Eurodollar Loans consisting of Alternate Currency Revolving and ABR Loans may not be converted as provided herein, provided that (i) no ABR Loan may be converted into a Eurodollar Loan when any Default or Event of Default has occurred and is continuing and the Administrative Agent or Lenders holding the majority of the outstanding principal amount of Loans of such Type have determined that such conversion is not appropriate, (ii) any such conversion may only be made if, after giving effect thereto, subsection 4.3 shall not have been violated, and (iii) no ABR Loan may be converted into a Eurodollar Loan after the date that is one month prior to ABR Loansthe Revolving Credit Termination Date. (b) Any Eurodollar Loan Loans may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving notice to the Administrative Agent, Agent of the length of the next Interest Period to be applicable to such Loans determined in accordance with the applicable provisions of the term “Interest Period” set forth in Section subsection 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Loan under a particular Facility may be continued as such (i) when any Default or Event of Default has occurred and is continuing and the Administrative Agent has or Lenders holding the Requisite Lenders in respect majority of the outstanding principal amount of Loans of such Facility Class have determined in its that such continuation is not appropriate, (ii) if, after giving effect thereto, subsection 4.3 would be contravened or their sole discretion not (iii) after the date that is one month prior to permit such continuations, the Revolving Credit Termination Date; and provided, further, that if the Parent Borrower shall fail to give any required such notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso proviso, such Eurodollar Loans other than Alternate Currency Loans shall shall, subject to the preceding proviso, be automatically converted continued as such, with the length of the next Interest Period to ABR Loans on the last day of such then expiring Interest Periodbe 30 days. Upon receipt of any such notice pursuant to this subsection 4.2(b), the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar Revolving Credit Loans to ABR Loans by giving the Administrative Agent at least three one Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) Day’s prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, ; provided that any such conversion of Eurodollar Revolving Credit Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR Loans to Eurodollar Revolving Credit Loans by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of conversion to Eurodollar Revolving Credit Loans shall specify the length of the initial Interest Period or Interest Periods therefor), provided that no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. All or any part of outstanding Eurodollar Revolving Credit Loans consisting of Alternate Currency Revolving and ABR Loans may not be converted as provided herein; provided that (i) no Loan may be converted into a Eurodollar Revolving Credit Loan when any Event of Default has occurred and is continuing and (ii) no Loan may be converted into a Eurodollar Revolving Credit Loan after the date that is one month prior to ABR Loansthe Termination Date. (b) Any Eurodollar Loan Revolving Credit Loans may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving notice to the Administrative Agent, in accordance with the applicable provisions of the term “Interest Period” set forth in Section subsection 1.1, of the length of the next Interest Period to be applicable to such Loans, ; provided that that: no Eurodollar Revolving Credit Loan under a particular Facility may be continued as such (i) when any Event of Default has occurred and is continuing and or (ii) after the Administrative Agent has or date that is one month prior to the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such continuations, Termination Date; and provided, further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Eurodollar Revolving Credit Loans shall be automatically converted to ABR Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar Loans to ABR Alternate Base Rate Loans by giving the Administrative Agent at least three Business Days’ (or, prior irrevocable notice of such election substantially in the case form of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’Exhibit J (a "Notice of Conversion") prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noonby at least 11:00 a.m., New York City time) of , three Business Days prior to such election, ); provided that any such conversion of Eurodollar Loans may only be made only on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR Alternate Base Rate Loans to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O of such election (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noonby at least 11:00 a.m., New York City time) , three Business Days prior to such election). Any such notice of such election (which notice conversion to Eurodollar Loans shall specify the length of the initial Interest Period or Interest Periods therefor). Upon receipt of any such notice, the Agent shall promptly notify each Lender thereof. All or any part of the outstanding Eurodollar Loans and Alternate Base Rate Loans may be converted as provided herein; provided that (i) no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans (ii) no Loan may not be converted into a Eurodollar Loan after the date that is one month prior to ABR Loansthe Commitment Termination Date. (b) Any Eurodollar Loan Loans may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving notice to the Administrative Agent, in accordance with the applicable provisions of the term “"Interest Period” " set forth in Section 1.1, 1.1 of the length of the next Interest Period to be applicable to such Loans, ; provided that no Eurodollar Loan under a particular Facility may be continued as such (i) when any Event of Default has occurred and is continuing and or (ii) after the Administrative Agent has or date that is one month prior to the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such continuations, Termination Date and provided, further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph paragraph, or if such continuation is not permitted pursuant to the preceding proviso proviso, such Loans other than Alternate Currency Loans shall be automatically converted to ABR Alternate Base Rate Loans on the last day of such then expiring Interest Period. Upon receipt The Agent agrees to notify the Lenders of any such notice of continuation referred to herein received by the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described aboveAgent.

Conversion and Continuation Options. (a) The Parent Borrower Company may elect from time to time to convert Revolving Credit Loans that are Eurodollar Loans denominated in Dollars to ABR Loans Loans, by giving the Administrative Agent at least three two Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided that any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower Company may elect from time to time to convert ABR Loans to Eurodollar Loans denominated in Dollars by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of conversion to Eurodollar Loans shall specify the length of the initial Interest Period or Interest Periods therefor). Upon receipt of any such notice the Administrative Agent shall promptly notify each Bank thereof. All or any part of outstanding Eurodollar Loans denominated in Dollars and ABR Loans may be converted as provided herein, provided that (i) no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility Majority Banks have determined in its or their sole discretion that such a conversion is not to permit such conversions. Upon receipt of appropriate, (ii) any such notice the Administrative Agent conversion may only be made if, after giving effect thereto, subsection 2.8 shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans not have been contravened and (iii) no Loan may not be converted into a Eurodollar Loan after the date that is one month prior to the final Termination Date. For purposes of this subsection, any reference to an ABR LoansLoan shall be deemed to exclude any Swing Line Loan. (b) Any Revolving Credit Loans that are Eurodollar Loan Loans may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower Company giving notice to the Administrative Agent, in accordance with the applicable provisions of the term “Interest Period” set forth in Section subsection 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Loan under a particular Facility may be continued as such (i) when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility Majority Banks have determined in its or their sole discretion not to permit that such continuations, and provided, further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph or if such a continuation is not permitted pursuant appropriate, (ii) if, after giving effect thereto, subsection 2.8 would be contravened or (iii) after the date that is one month prior to the preceding proviso such Loans other than Alternate Currency Loans shall be automatically converted to ABR Loans on the last day of such then expiring Interest Periodfinal Termination Date. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender Bank thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar LIBORTerm Benchmark Loans denominated in Dollars to ABR Loans by giving the Administrative Agent at least three two Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, ; provided that any such conversion of Eurodollar LIBORTerm Benchmark Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR Loans to Eurodollar LIBORTerm Benchmark Loans by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which notice shall specify the length of the initial Interest Period therefor), ; provided that no ABR Loan under a particular Facility may be converted into a Eurodollar LIBORTerm Benchmark Loan or an RFR Loan (if applicable) (i) when any Event of Default has occurred and is continuing and the Administrative Agent has has, or the Requisite Majority Facility Lenders in respect of such Facility have have, determined in its or their sole discretion not to permit such conversionsconversions or (ii) after the date that is one month prior to the final scheduled termination or maturity date of such Facility. Upon receipt of any such notice notice, the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans may not be converted to ABR Loans. (b) Any Eurodollar LIBORTerm Benchmark Loan may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower (on its own behalf) giving irrevocable notice to the Administrative Agent, in accordance with the applicable provisions of the term “Interest Period” set forth in Section 1.1, of the length of the next Interest Period to be applicable to such Loans, ; provided that no Eurodollar LIBORTerm Benchmark Loan under a particular Facility may be continued as such (i) when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Majority Facility Lenders in respect of such Facility have determined in its or their sole discretion not to permit such continuations, continuations or (ii) after the date that is one month prior to the final scheduled termination or maturity date of such Facility; and provided, further, that if the Parent Borrower (on its own behalf) shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Loans shall be automatically converted to ABR continued as LIBORTerm Benchmark Loans on the last day with an Interest Period of such then expiring Interest Periodone month. Upon receipt of any such notice notice, the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar Loans to ABR Base Rate Loans by giving the Administrative Agent at least three one Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) Day’s prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided that any such conversion of Eurodollar Loans may only be made only on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR Base Rate Loans to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received of such election by delivery to the Administrative Agent not later than 12:00 Noon, New York City time) of such election a Eurodollar Notice (which notice shall specify the length of the initial Interest Period therefor), provided that no ABR Base Rate Loan under a particular Facility may be converted into a Eurodollar Loan (i) when any Event of Default has occurred and is continuing and the Administrative any Agent has has, or the Requisite Majority Facility Lenders in respect of such Facility have have, determined in its or their sole discretion not to permit such conversionsconversions or (ii) after the date that is one month prior to the final scheduled termination or maturity date of such Facility. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans may not be converted to ABR Loans. (b) Any The Borrower may elect to continue any Eurodollar Loan may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving irrevocable notice to the Administrative Agent, Agent in accordance with the applicable provisions of the term “Interest Period” set forth in Section 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Loan under a particular Facility may be continued as such (i) when any Event of Default has occurred and is continuing and the Administrative any Agent has has, or the Requisite Majority Facility Lenders in respect of such Facility have have, determined in its or their sole discretion not to permit such continuationscontinuations or (ii) after the date that is one month prior to the final scheduled termination or maturity date of such Facility, and provided, further, provided further that if the Parent Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso proviso, such Loans other than Alternate Currency Loans shall be converted automatically converted to ABR Base Rate Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar Eurocurrency Rate Loans denominated in Dollars to ABR Base Rate Loans by giving the Administrative Agent at least three Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not of such election no later than 12:00 Noon11:00 A.M., New York City time) of such election, on the Business Day preceding the proposed conversion date; provided that that, subject to Section 2.17, any such conversion of Eurodollar Eurocurrency Rate Loans denominated in Dollars, may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR Base Rate Loans to Eurodollar Eurocurrency Rate Loans denominated in Dollars, by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not of such election no later than 12:00 Noon11:00 A.M., New York City time) of such election , on the third Business Day preceding the proposed conversion date (which notice shall specify the length of the initial Interest Period therefor), ; provided that no ABR Base Rate Loan under a particular Facility may be converted into a Eurodollar Eurocurrency Rate Loan denominated in Dollars, when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Required Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans may not be converted to ABR Loans. (b) Any Eurodollar Eurocurrency Rate Loan or CDOR Rate Loan may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving irrevocable notice to the Administrative Agent, Agent in accordance with the applicable provisions of the term “Interest Period” set forth in Section 1.1, of the length of the next Interest Period to be applicable to such Loans, ; provided that no Eurodollar Eurocurrency Rate Loan under a particular Facility denominated in Dollars may be continued as such when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Required Lenders in respect of such Facility have determined in its or their sole discretion not to permit such continuations, and ; provided, further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Loans denominated in Dollars shall be automatically converted to ABR Base Rate Loans on the last day of such then expiring Interest PeriodPeriod and, if the Borrower shall fail to give such notice of continuation of a Multicurrency Revolving Loan prior to the third Business Day preceding such continuation, such Multicurrency Revolving Loan shall be automatically continued for an Interest Period of one month. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender and, if applicable, the Multicurrency Administrative Agent thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar Loans to ABR Base Rate Loans by giving the Administrative Agent at least three two Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided that any such conversion of Eurodollar Loans may only be made only on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR Base Rate Loans to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which notice shall specify the length of the initial Interest Period therefor), provided that no ABR Base Rate Loan under a particular Facility may be converted into a Eurodollar Loan (i) when any Event of Default has occurred and is continuing and the Administrative Agent has has, or the Requisite Majority Facility Lenders in respect of such Facility have have, determined in its or their sole discretion not to permit such conversionsconversions or (ii) after the date that is one month prior to the final scheduled termination or maturity date of such Facility. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans may not be converted to ABR Loans. (b) Any The Borrower may elect to continue any Eurodollar Loan may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving irrevocable notice to the Administrative Agent, in accordance with the applicable provisions of the term “Interest Period” set forth in Section 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Loan under a particular Facility may be continued as such when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such continuations, and provided, further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Loans shall be automatically converted to ABR Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.such

Conversion and Continuation Options. (a) The Parent Borrower Subject to its obligations pursuant to Subsection 4.12(c), the applicable Borrowers may elect from time to time to convert outstanding Revolving Credit Loans from Eurodollar Loans to ABR Loans by the Borrower Representative giving the Administrative Agent at least three Business Days’ (or, in the case irrevocable notice of Eurodollar Loans denominated in Alternate Currency that are such election prior to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon1:00 P.M., New York City time) of time two Business Days prior to such election, provided that any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower Borrowers may elect from time to time to convert outstanding Revolving Credit Loans from ABR Loans to Eurodollar Loans by the Borrower Representative giving the Administrative Agent irrevocable notice of such election prior to 1:00 P.M., New York City time at least three two (2) Business Days’ prior irrevocable telephonic to such election. Any such notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which notice conversion to Eurodollar Loans shall specify the length of the initial Interest Period or Interest Periods therefor), provided that no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant affected Lender thereof. All or any part of outstanding Eurodollar Loans consisting of Alternate Currency Revolving or ABR Loans may not be converted as provided herein, provided that (i) (unless the Required Lenders otherwise consent) no Loan may be converted into a Eurodollar Loan when any Default or Event of Default has occurred and is continuing and, in the case of any Default (other than any Default under Subsection 9.1(f)), the Administrative Agent has given notice to ABR Loansthe Parent Borrower that no such conversions may be made and (ii) no Loan may be converted into a Eurodollar Loan after the date that is one month prior to the Termination Date. (b) Any Eurodollar Loan may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower Representative giving notice to the Administrative AgentAgent of the length of the next Interest Period to be applicable to such Loan, determined in accordance with the applicable provisions of the term “Interest Period” set forth in Section Subsection 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Loan under a particular Facility may be continued as such (i) (unless the Required Lenders otherwise consent) when any Default or Event of Default has occurred and is continuing and and, in the case of any Default (other than any Default under Subsection 9.1(f)), the Administrative Agent has given notice to the Borrower Representative that no such continuations may be made or (ii) after the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not date that is one month prior to permit such continuationseither the Termination Date, and provided, further, that if the Parent Borrower Representative shall fail to give any required notice as described above in this paragraph clause (b) or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Eurodollar Loans shall be automatically converted to ABR Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice of continuation pursuant to this Subsection 4.2(b), the Administrative Agent shall promptly notify each relevant affected Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower Company may elect from time to time to convert Eurodollar Revolving Credit Loans that are LIBOR Loans denominated in Dollars to ABR Loans Base Rate Loans, by giving the Administrative Agent at least three two Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, ; provided that any such conversion of Eurodollar LIBOR Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower Company may elect from time to time to convert ABR Base Rate Loans to Eurodollar LIBOR Loans denominated in Dollars by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of conversion to LIBOR Loans shall specify the length of the initial Interest Period or Interest Periods therefor), . Upon receipt of any such notice the Administrative Agent shall promptly notify each Bank thereof. All or any part of outstanding LIBOR Loans denominated in Dollars and Base Rate Loans may be converted as provided herein; provided that (i) no ABR Loan under a particular Facility may be converted into a Eurodollar LIBOR Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility Majority Banks have determined in its or their sole discretion to not to permit such conversions. Upon receipt of a conversion; (ii) any such notice the Administrative Agent conversion may only be made if, after giving effect thereto, subsection 2.8 shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans not have been contravened; and (iii) no Loan may not be converted into a LIBOR Loan after the date that is one month prior to ABR Loansthe final Termination Date. For purposes of this subsection, any reference to a Base Rate Loan shall be deemed to exclude any Swing Line Loan. (b) Any Eurodollar Loan Revolving Credit Loans that are LIBOR Loans may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower Company giving at least three Business Days’ prior irrevocable notice to the Administrative Agent, in accordance with the applicable provisions of the term “Interest Period” set forth in Section subsection 1.1, of the length of the next Interest Period to be applicable to such Loans, ; provided that no Eurodollar LIBOR Loan under a particular Facility may be continued as such (i) when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility Majority Banks have determined in its or their sole discretion to not to permit such continuationsa continuation; (ii) if, and providedafter giving effect thereto, further, subsection 2.8 would be contravened; or (iii) after the date that if the Parent Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant one month prior to the preceding proviso such Loans other than Alternate Currency Loans shall be automatically converted to ABR Loans on the last day of such then expiring Interest Periodfinal Termination Date. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender Bank thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar Loans to ABR Base Rate Loans by giving the Administrative Agent at least prior irrevocable notice of such election by 9:00 A.M., Los Angeles, California time, three Business Days’ (or, in Days preceding the case of Eurodollar Loans denominated in Alternate Currency that are day on which such conversion is to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such electionoccur, provided that any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR Base Rate Loans to Eurodollar Loans by giving prior irrevocable notice to the Administrative Agent at least by 9:00 A.M., Los Angeles, California time, three Business Days’ Days prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of to such election conversion (which notice shall specify the length of the initial Interest Period therefor), provided that no ABR Base Rate Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Majority Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans may not be converted to ABR Loans. (b) Any Eurodollar Loan may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving irrevocable notice to the Administrative Agent, in accordance with the applicable provisions of the term “Interest Period” set forth in Section 1.1, of the length of the next Interest Period to be applicable to such Eurodollar Loans, provided that no Eurodollar Loan under a particular Facility may be continued as such when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Majority Lenders in respect of such Facility have determined in its or their sole discretion not to permit such continuations, and provided, further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Eurodollar Loans shall be automatically converted to ABR Base Rate Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.084421 000400 DALLAS 2675603.7 [Eighth Amended and Restated Credit Agreement]

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar Loans to ABR Base Rate Loans by giving the Administrative Agent at least three Business Days’ (orprior irrevocable notice of such election, substantially in the case form of Eurodollar Loans denominated in Alternate Currency that are to be continuedand containing the information prescribed by Exhibit I-3, at least four Business Days’(a “Conversion Notice”) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not no later than 12:00 Noon11:00 A.M., New York City time) of such election, on the third Business Day preceding the proposed conversion date, provided that any such conversion of Eurodollar Loans may only be made only on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR Base Rate Loans to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not a Conversion Notice no later than 12:00 Noon11:00 A.M., New York City time) of such election , on the third Business Day preceding the proposed conversion date (which notice Conversion Notice shall specify the length of the initial Interest Period therefor), provided that no ABR Base Rate Loan under a particular Facility may be converted into a Eurodollar Loan (i) when any Event of Default has occurred and is continuing and the Administrative Agent has has, or the Requisite Required Lenders in respect of such Facility have have, determined in its or their sole discretion not to permit such conversionsconversions or (ii) after the date that is one month prior to the Termination Date. Upon receipt of any such notice Conversion Notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans may not be converted to ABR Loans. (b) Any The Borrower may elect to continue any Eurodollar Loan may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving irrevocable notice to the Administrative Agent, substantially in the form of and containing the information prescribed by Exhibit I-3, (a “Continuation Notice”), in accordance with the applicable provisions of the term “Interest Period” set forth in Section 1.1, of the length of the next Interest Period to be applicable to such LoansLoan, provided that no Eurodollar Loan under a particular Facility may be continued as such (i) when any Event of Default has occurred and is continuing and the Administrative Agent has has, or the Requisite Required Lenders in respect of such Facility have have, determined in its or their sole discretion not to permit such continuationscontinuations or (ii) after the date that is one month prior to the Termination Date, and provided, further, that if the Parent Borrower shall fail to give any required notice Continuation Notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso proviso, such Loans other than Alternate Currency Loans shall be converted automatically converted to ABR Base Rate Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice Continuation Notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar LIBOR Loans to ABR Base Rate Loans under the Tranche A Revolving Facility, by giving the General Administrative Agent and, during the Borrower Notification Period, the Collateral Agent at least three two Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, ; provided that any such conversion of Eurodollar LIBOR Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR Base Rate Loans to Eurodollar LIBOR Loans under the Tranche A Revolving Facility by giving the General Administrative Agent and, during the Borrower Notification Period, the Collateral Agent at least three Business Days’ ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of conversion to LIBOR Loans shall specify the length of the initial Interest Period or Interest Periods therefor). Upon receipt of any such notice the General Administrative Agent shall promptly notify each affected Lender thereof unless the provisions of subsections 2.5, 4.3(g) and (h) and 4.9(e) and (f) are in effect, in which case such provisions shall govern. All or any part of outstanding LIBOR Loans and Base Rate Loans under the Tranche A Revolving Facility may be converted as provided herein, provided that (i) no ABR Base Rate Loan under a particular Facility may be converted into a Eurodollar LIBOR Loan when any Event of Default has occurred and is continuing and the General Administrative Agent and, during the Borrower Notification Period, the Collateral Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion that such a conversion is not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans appropriate and (ii) no Loan may not be converted into a LIBOR Loan after the date that is one month prior to ABR Loansthe Termination Date. (b) Any Eurodollar Loan LIBOR Loans may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving notice to the General Administrative Agent and, during the Borrower Notification Period, the Collateral Agent, in accordance with the applicable provisions of the term “"Interest Period” " set forth in Section 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar LIBOR Loan under a particular Facility may be continued as such (i) when any Event of Default has occurred and is continuing and the General Administrative Agent and, during the Borrower Notification Period, the Collateral Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion that such a continuation is not appropriate or (ii) after the date that is one month prior to permit such continuations, the Termination Date and provided, further, that if the Parent Borrower shall fail to give any required such notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Loans shall be automatically converted to ABR Base Rate Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the General Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated thereof unless the provisions of subsections 2.5, 4.3(g) and (h) and 4.9(e) and (f) are in an Alternate Currency effect, in which case such provisions shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described abovegovern.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar Loans to ABR Loans by giving the Administrative Agent at least three Business Days’ (or, an irrevocable notice substantially in the case form of Eurodollar Loans denominated in Alternate Currency that are to be continuedExhibit G-2 (a "Notice of Conversion/Continuation"), at least four one Business Days’) Day prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of to such election, provided that any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR Loans to Eurodollar Loans or to continue Eurodollar Loans as Eurodollar Loans by giving the Administrative Agent a Notice of Conversion/Continuation at least three Business Days’ ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) to such election. Any such Notice of such election (which notice Conversion/Continuation to Eurodollar Loans shall specify the length of the initial Interest Period or Interest Periods therefor). Upon receipt of any such Notice of Conversion/Continuation the Administrative Agent shall promptly notify each Lender thereof. All or any part of outstanding Eurodollar Loans and ABR Loans may be converted as provided herein, provided that (i) no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans (ii) no Loan may not be converted to ABR Loansinto a Eurodollar Loan if the Interest Period selected therefor would expire after the Termination Date. (b) Any Eurodollar Loan Loans may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving irrevocable notice to the Administrative Agent, in accordance with Agent three Business Days prior to the applicable provisions expiration of the term “then current Interest Period” set forth in Section 1.1, of the length of the next Interest Period to be applicable to such Eurodollar Loans, determined in accordance with the applicable provisions of the term "Interest Period" for Eurodollar Loans set forth in Section 1.1, provided that no Eurodollar Loan under a particular Facility may be continued as such (i) when any Event of Default has occurred and is continuing and or (ii) after the Administrative Agent has or date that is one month prior to the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such continuationsTermination Date, and provided, further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Eurodollar Loans shall be automatically converted to ABR Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice of continuation pursuant to this Section 4.5(b), the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Each Borrower may elect from time to time to convert Eurodollar Loans owing by it to ABR Loans US Base Rate Loans, by giving the Administrative Agent at least three Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided that any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Each Borrower may elect from time to time to convert ABR US Base Rate Loans owing by it to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of conversion to Eurodollar Loans shall specify the length of the initial Interest Period or Interest Periods therefor). Upon receipt of any such notice the Administrative Agent shall promptly notify each Lender thereof. All or any part of outstanding Eurodollar Loans and US Base Rate Loans may be converted as provided herein, provided that (i) no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Majority Lenders in respect of such Facility have determined not to permit such a conversion in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans and (ii) no Loan may not be converted into a Eurodollar Loan after the date that is one month prior to ABR Loansthe Termination Date. (b) Any Eurodollar Loan Loans may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent relevant Borrower giving notice to the Administrative Agent, in accordance with the applicable provisions of the term “"Interest Period” " set forth in Section subsection 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Loan under a particular Facility may be continued as such (i) when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Majority Lenders in respect of such Facility have determined in its that such a continuation is not appropriate or their sole discretion not (ii) after the date that is one month prior to permit such continuations, the Termination Date and provided, further, that if the Parent relevant Borrower shall fail to give any required notice as described above in this paragraph subsection 6.6(b) or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Loans shall be automatically converted to ABR US Base Rate Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar Loans made to ABR the Borrower to Base Rate Loans by giving the Administrative Agent at least three two Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must may be received by the Administrative Agent not later than 12:00 Noon, New York City timetelephonic) of such election, provided that any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR Base Rate Loans made to the Borrower to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must may be received by the Administrative Agent not later than 12:00 Noon, New York City timetelephonic) of such election (which notice shall specify the length of the initial Interest Period therefor); provided, however, that if the Borrower wishes to request Eurodollar Loans having an Interest Period of twelve months in duration as provided in the definition of “Interest Period”, the applicable notice must be received by the Administrative Agent not later than 11:00 A.M. four Business Days prior to the requested date of such conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the Lenders of such request and determine whether the requested Interest Period is unavailable to any of them. Not later than 10:00 A.M. three Business Days before the requested date of such conversion or continuation, the Administrative Agent shall notify the Borrower (which notice may be by telephone) whether or not the requested Interest Period is unavailable to any of the Lenders, provided, further that no ABR Base Rate Loan under a particular Facility may be converted into to a Eurodollar Loan (i) when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Majority Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversionsconversions or (ii) during the one month period immediately prior to the Revolving Credit Termination Date. Each telephonic notice by the Borrower pursuant to this Section 2.9 must be confirmed promptly by delivery to the Administrative Agent of a written Borrowing Request appropriately completed and signed by a Responsible Officer of the Borrower. If the Borrower requests a conversion to a Eurodollar Loan in any Borrowing Request, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender the Lenders thereof. Loans consisting of Alternate Currency Revolving Loans may not be converted to ABR Loans. (b) Any The Borrower may elect to continue any Eurodollar Loan may be continued made to the Borrower as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving irrevocable notice (which may be telephonic) to the Administrative Agent, in accordance with the applicable provisions of the term “Interest Period” set forth in Section 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Loan under a particular Facility may be continued as such (i) when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Majority Lenders in respect of such Facility have determined in its or their sole discretion not to permit such continuationscontinuations or (ii) during the one month period immediately prior to the Revolving Credit Termination Date, and provided, further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso proviso, such Loans other than Alternate Currency Loans shall be converted automatically converted to ABR Base Rate Loans on the last day of such then expiring Interest Period. Each telephonic notice by the Borrower pursuant to this Section 2.9 must be confirmed promptly by delivery to the Administrative Agent of a written Borrowing Request appropriately completed and signed by a Responsible Officer of the Borrower. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender the Lenders thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar outstanding Term Loans from Eurocurrency Loans to ABR Loans by giving the Administrative Agent at least three two Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided that any such conversion of Eurodollar Eurocurrency Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert outstanding Term Loans from ABR Loans to Eurodollar Eurocurrency Loans by giving the Administrative Agent at least three Business Days’ ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of conversion to Eurocurrency Loans shall specify the length of the initial Interest Period or Interest Periods therefor), provided that no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant affected Lender thereof. All or any part of outstanding Eurocurrency Loans consisting of Alternate Currency Revolving and ABR Loans may not be converted as provided herein, provided that (i) (unless the Required Lenders otherwise consent) no Term Loan may be converted into a Eurocurrency Loan when any Default or Event of Default has occurred and is continuing and, in the case of any Default, the Administrative Agent has given notice to ABR Loansthe Parent Borrower that no such conversions may be made and (ii) no Term Loan may be converted into a Eurocurrency Loan after the date that is one month prior to the Maturity Date therefor. (b) Any Eurodollar Eurocurrency Loan may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving notice to the Administrative Agent, in accordance with the applicable provisions of the term “Interest Period” set forth in Section 1.1, Agent of the length of the next Interest Period to be applicable to such LoansTerm Loan, determined in accordance with the applicable provisions of the term "Interest Period" set forth in subsection 1.1, provided that no Eurodollar Eurocurrency Loan under a particular Facility may be continued as such (i) (unless the Required Lenders otherwise consent) when any Default or Event of Default has occurred and is continuing and and, in the case of any Default, the Administrative Agent has given notice to the Parent Borrower that no such continuations may be made or (ii) after the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not date that is one month prior to permit such continuationsthe Maturity Date therefor, and provided, further, that if the Parent applicable Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Eurocurrency Loans shall be automatically converted to ABR Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice of continuation pursuant to this subsection 3.2(b), the Administrative Agent shall promptly notify each relevant affected Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower Company may elect from time to time to convert Eurodollar Revolving Credit Loans to ABR Base Rate Loans by giving the Administrative Agent at least three one Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) Day's prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided PROVIDED that any such conversion of Eurodollar Revolving Credit Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower Company may elect from time to time to convert ABR Base Rate Loans to Eurodollar Revolving Credit Loans by giving the Administrative Agent at least three Business Working Days’ ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of conversion to Eurodollar Revolving Credit Loans shall specify the length of the initial Interest Period or Interest Periods therefor). Upon receipt of such notice the Administrative Agent shall promptly notify each Bank thereof. All or any part of outstanding Eurodollar Revolving Credit Loans and Base Rate Loans may be converted as provided herein, provided PROVIDED that (i) no ABR Loan under a particular Facility may be converted into a Eurodollar Revolving Credit Loan when any Event of Default has occurred and is continuing and unless the Administrative Agent has or the Requisite Lenders in respect of such Facility Required Banks have determined in its or their sole discretion not to permit that such conversions. Upon receipt of a conversion is appropriate, (ii) any such notice the Administrative Agent conversion may only be made if, after giving effect thereto, subsection 2.12 shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency not have been contravened and (iii) no Revolving Loans Credit Loan may not be converted into a Eurodollar Revolving Credit Loan after the date that is one month prior to ABR Loansthe Termination Date. (b) Any Eurodollar Loan Revolving Credit Loans may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower Company giving notice to the Administrative Agent, in accordance with the applicable provisions of the term “"Interest Period” " set forth in Section subsection 1.1, of the length of the next Interest Period to be applicable to such Loans, provided PROVIDED that no Eurodollar Revolving Credit Loan under a particular Facility may be continued as such (i) when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility Required Banks have determined in its that such a continuation is not appropriate, (ii) if, after giving effect thereto, subsection 2.12 would be contravened or their sole discretion not (iii) after the date that is one month prior to permit such continuations, and provided, further, that if the Parent Borrower Termination Date. If the Company shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Loans shall be automatically converted to ABR Base Rate Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar Eurocurrency Loans denominated in Dollars to ABR Loans by giving the Administrative Agent at least three Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not of such election no later than 12:00 Noon11:00 A.M., New York City time) of such election, on the Business Day preceding the proposed conversion date, provided that any such conversion of Eurodollar Eurocurrency Loans denominated in Dollars may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR Loans to Eurodollar Eurocurrency Loans denominated in Dollars by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not of such election no later than 12:00 Noon11:00 A.M., New York City time) of such election , on the third Business Day preceding the proposed conversion date (which notice shall specify the length of the initial Interest Period therefor), provided that no ABR Loan under a particular Facility may be converted into a Eurodollar Eurocurrency Loan denominated in Dollars when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Majority Facility Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans may not be converted to ABR Loans. (b) Any Eurodollar Eurocurrency Loan may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving irrevocable notice to the Administrative Agent, Agent in accordance with the applicable provisions of the term “Interest Period” set forth in Section 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Eurocurrency Loan denominated in Dollars under a particular Facility may be continued as such when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Majority Facility Lenders in respect of such Facility have determined in its or their sole discretion not to permit such continuations, and provided, further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Loans denominated in Dollars shall be automatically converted to ABR Loans on the last day of such then expiring Interest PeriodPeriod and, if the Borrower shall fail to give such notice of continuation of a Multicurrency Revolving Loan, such Multicurrency Revolving Loan shall be automatically continued for an Interest Period of one month. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender and, if applicable, the Multicurrency Administrative Agent thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower Subject to subsection 4.12, the Company may elect from time to time to convert Eurodollar Loans to ABR into Alternate Base Rate Loans by giving the Administrative Agent at least three Business Days’ (orirrevocable notice of such election, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noonprior to 2:00 P.M., New York City time) of such election, provided that any such at least three Business Days prior to the proposed conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excessdate. The Parent Borrower Company may elect from time to time to convert ABR all or a portion of the Alternate Base Rate Loans (other than Swing Line Loans) then outstanding to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must of such election, to be received by the Administrative Agent not later than 12:00 Noonprior to 2:00 P.M., New York City time) of such election (which notice shall specify , at least three Business Days prior to the length of proposed conversion date, specifying the initial Interest Period selected therefor), provided that no ABR Loan under and, unless a particular Facility may be converted into a Eurodollar Loan when any Default or Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Required Lenders in respect of have given written notice thereof to the Company, such Facility have determined in its or their sole discretion conversion shall be made on the requested conversion date or, if such requested conversion date is not to permit such conversionsa Business Day, on the next succeeding Business Day. Upon receipt of any such notice pursuant to this subsection 4.2, the Administrative Agent shall promptly notify each relevant Lender thereof. All or any part of the outstanding Loans consisting (other than Swing Line Loans) may be converted as provided herein, provided that partial conversions of Alternate Currency Revolving Base Loans may not shall be converted to ABR Loansin the aggregate principal amount of $1,000,000 or a whole multiple of $100,000 in excess thereof and the aggregate principal amount of the resulting Eurodollar Loans outstanding in respect of any one Interest Period shall be at least $2,000,000 or a whole multiple of $1,000,000 in excess thereof. (b) Any Eurodollar Loan Loans may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower Company giving notice to the Administrative Agent, in accordance with the applicable provisions of the term “Interest Period” set forth in Section 1.1subsection Error! Reference source not found., of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Loan under a particular Facility may be continued as such (i) when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Required Lenders in respect of have, by written notice to the Company, determined that such Facility have determined in its or their sole discretion not to permit such continuations, and provided, further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph or if such a continuation is not permitted pursuant appropriate, (ii) if, after giving effect thereto, subsection 4.1(b) would be contravened or (iii) after the date that is one month prior to the preceding proviso such Loans other than Alternate Currency Loans shall be automatically converted to ABR Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month Revolving Termination Date (in the circumstance described abovecase of continuations of Revolving Loans) or the Maturity Date of the Term Loans, as applicable.

Conversion and Continuation Options. (a) The Parent Each Borrower may elect from time to time to convert Eurodollar Loans owing by it to ABR Loans Base Rate Loans, by giving the Administrative Agent at least three Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided that any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Each Borrower may elect from time to time to convert ABR Base Rate Loans which are Revolving Credit Loans owing by it to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of conversion to Eurodollar Loans shall specify the length of the initial Interest Period or Interest Periods therefor). Upon receipt of any such notice the Administrative Agent shall promptly notify each Lender thereof. All or any part of outstanding Eurodollar Loans and Base Rate Loans which are Revolving Credit Loans may be converted as provided herein, provided that (i) no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has has, or the Requisite Majority Lenders in respect of have, determined not to permit such Facility have determined a conversion in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans and (ii) no Loan may not be converted into a Eurodollar Loan after the date that is one month prior to ABR Loansthe Termination Date. (b) Any Eurodollar Loan Loans may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent relevant Borrower giving notice to the Administrative Agent, in accordance with the applicable provisions of the term “"Interest Period” " set forth in Section subsection 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Loan under a particular Facility may be continued as such (i) when any Event of Default has occurred and is continuing and the Administrative Agent has has, or the Requisite Majority Lenders in respect of have, determined not to permit such Facility have determined a continuation in its or their sole discretion not or (ii) after the date that is one month prior to permit such continuations, the Termination Date and provided, further, that if the Parent relevant Borrower shall fail to give any required notice as described above in this paragraph subsection 6.6(b) or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Loans shall be automatically converted to ABR Base Rate Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar Loans to ABR Loans by giving the Administrative Funding Agent at least three two Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided that any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR Loans to Eurodollar Loans by giving the Administrative Funding Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which notice shall specify the length of the initial Interest Period therefor), provided that no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversionscontinuing. Upon receipt of any such notice the Administrative Funding Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans may not be converted to ABR Loans. (b) Any Eurodollar Loan may be continued as such upon by the Borrower giving irrevocable notice to the Funding Agent at least three (3) Business Days prior to the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving notice to the Administrative AgentPeriod, in accordance with the applicable provisions of the term “Interest Period” set forth in Section 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that (i) no Eurodollar Loan under a particular Facility may be continued as such when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such continuations, and provided, further, that (ii) if the Parent Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to paragraph, the preceding proviso such Loans other than Alternate Currency relevant Eurodollar Loans shall be automatically converted to ABR Eurodollar Loans having a one-month Interest Period on the last day of such the then expiring Interest Period. Upon receipt of any such notice notice, the Administrative Funding Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar Loans to ABR Base Rate Loans by giving the Administrative Agent at least three two Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided that any such conversion of Eurodollar Loans may only be made only on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR Base Rate Loans to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which notice shall specify the length of the initial Interest Period therefor), provided that no ABR Base Rate Loan under a particular Facility may be converted into a Eurodollar Loan (i) when any Event of Default has occurred and is continuing and the Administrative Agent has has, or the Requisite Required Lenders in respect of such Facility have have, determined in its or their sole discretion not to permit such conversionsconversions or (ii) after such date that is one month prior to the Revolving Credit Termination Date or, if the Revolving Credit Loans are converted pursuant to Section 2.3, the Term Loan Maturity Date. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans may not be converted to ABR Loans. (b) Any The Borrower may elect to continue any Eurodollar Loan may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving irrevocable notice to the Administrative Agent, in accordance with the applicable provisions of the term “"Interest Period” " set forth in Section 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Loan under a particular Facility may be continued as such (i) when any Event of Default has occurred and is continuing and the Administrative Agent has has, or the Requisite Required Lenders in respect of such Facility have have, determined in its or their sole discretion not to permit such continuationscontinuations or (ii) after such date that is one month prior to the Revolving Credit Facility Termination Date or, if the Revolving Credit Loans are converted pursuant to Section 2.3, the Term Loan Maturity Date, and provided, further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso proviso, such Loans other than Alternate Currency Loans shall be converted automatically converted to ABR Base Rate Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar Rate Loans to ABR Reference Rate Loans by giving the Administrative applicable Loan Agent at least three Business two Banking Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided that any such conversion of Eurodollar Rate Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR Reference Rate Loans to Eurodollar Rate Loans by giving the Administrative applicable Loan Agent at least three Business Banking Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of conversion to Eurodollar Rate Loans shall specify the length of the initial Interest Period or Interest Periods therefor). Upon receipt of any such notice the applicable Loan Agent shall promptly notify each Lender thereof. All or any part of outstanding Eurodollar Rate Loans or Reference Rate Loans may be converted as provided herein, provided that no ABR Loan under a particular Facility may be converted into a Eurodollar Rate Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Majority Lenders in respect of have provided notice to Borrowers that such Facility have determined in its or their sole discretion a conversion is not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans may not be converted to ABR Loansappropriate. (b) Any Eurodollar Loan Rate Loans may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower Borrower’s giving notice to the Administrative applicable Loan Agent, in accordance with the applicable provisions of the term “Interest Period” set forth in Section 1.11.01, of the length of the next Interest Period to be applicable to such LoansLoan, provided that no Eurodollar Rate Loan under a particular Facility may be continued as such when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Majority Lenders in respect have provided notice to Borrower that such a continuation of such Facility have determined in its or their sole discretion a Eurodollar Rate Loan is not to permit such continuationsappropriate, and provided, further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Loans shall be automatically converted to ABR Reference Rate Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower Company may elect from time to time to convert outstanding Eurodollar Loans (in whole or in part) to ABR Base Rate Loans by giving the Administrative Agent at least three two Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided that any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower Company may elect from time to time to convert ABR outstanding Base Rate Loans (in whole or in part) to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of conversion to Eurodollar Loans shall specify the length of the initial Interest Period or Interest Periods therefor), provided that no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. All or any part of outstanding Eurodollar Loans consisting of Alternate Currency Revolving and Base Rate Loans may not be converted as provided herein, provided that (i) no Base Rate Loan may be converted into a Eurodollar Loan when any Default or Event of Default has occurred and is continuing and the Administrative Agent or the Required Lenders have determined that such conversion is not appropriate, (ii) any such conversion may only be made if, after giving effect thereto, subsection 6.3 shall not have been violated and (iii) no Base Rate Loan may be converted into a Eurodollar Loan after the date that is one month prior to ABR Loansthe Revolving Credit Termination Date. (b) Any Eurodollar Loan Loans may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower Company giving notice to the Administrative Agent, in accordance with the applicable provisions of the term “Interest Period” set forth in Section 1.1, Agent of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Loan under a particular Facility may be continued as such when any Event Loans in accordance with the applicable provisions of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such continuations, and provided, further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Loans shall be automatically converted to ABR Loans on the last day of such then expiring term "Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated " set forth in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.subsection

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar Loans to ABR Alternate Base Rate Loans by giving the Administrative Agent at least three two (2) Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, ; provided that any such conversion of Eurodollar Loans may only be made on as of the last day of an a Eurodollar Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR Alternate Base Rate Loans to Eurodollar Loans by giving the Administrative Agent at least three (3) Business Days’ ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (election, which notice shall specify the length of the initial Eurodollar Interest Period or Eurodollar Interest Periods therefor). Upon receipt of any such notice the Agent shall promptly notify each Bank thereof. All or any part of outstanding Eurodollar Loans and Alternate Base Rate Loans may be converted as provided herein, provided that no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and or the Administrative Agent has or the Requisite Lenders in respect of such Facility Required Banks have determined in its or their sole discretion pursuant to subsection 2.12 that such a conversion is not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans may not be converted to ABR Loansappropriate. (b) Any The Borrower may elect to continue all or any portion of any Eurodollar Loan may be continued as such upon the expiration of the then current designated Eurodollar Interest Period with in respect thereto of such Eurodollar Loan by giving the Parent Borrower giving Agent at least three (3) Business Days' prior irrevocable notice to the Administrative Agent, in accordance with the applicable provisions of the term “Interest Period” set forth in Section 1.1, of the length of the next Interest Period to be applicable to such Loans, election; provided that no Eurodollar Loan under a particular Facility may be continued as such when any Event of Default has occurred and is continuing and or the Administrative Agent has or the Requisite Lenders in respect of such Facility Required Banks have determined in its or their sole discretion not to permit such continuations, and provided, further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso subsection 2.12 that such Loans other than Alternate Currency Loans shall be automatically converted to ABR Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue a continuation as a Eurodollar Loan having an is not appropriate. The Borrower shall specify in the aforesaid notice the amount to be continued as a Eurodollar Loan and the Eurodollar Interest Period of one month with respect thereto in the circumstance described aboveaccordance with subsection 2.2.

Conversion and Continuation Options. (a) The Parent Subject to its obligations pursuant to Subsection 4.12(c), the Borrower Representative may elect from time to time to convert outstanding Loans of a given Tranche denominated in Dollars from Eurodollar Loans to ABR Loans by giving the Administrative Agent at least three irrevocable notice of such election prior to 1:00 P.M., New York City time two Business Days’ Days (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to or such shorter period as may be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received agreed by the Administrative Agent not later than 12:00 Noon, New York City timein its reasonable discretion) of prior to such election, provided that any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower Representative may elect from time to time to convert outstanding Loans of a given Tranche from ABR Loans to Eurodollar Loans Loans, by giving the Administrative Agent irrevocable notice of such election prior to 1:00 P.M., New York City time at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance Days (or such shorter period as provided in Exhibit O (which telephonic notice must may be received agreed by the Administrative Agent not later than 12:00 Noon, New York City timein its reasonable discretion) prior to such election. Any such notice of such election (which notice conversion to Eurodollar Loans shall specify the length of the initial Interest Period or Interest Periods therefor), provided that no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant affected Lender thereof. All or any part of outstanding Eurodollar Loans consisting of Alternate Currency Revolving or ABR Loans may not be converted as provided herein, provided that (i) (unless the Required Lenders otherwise consent) no Loan may be converted into a Eurodollar Loan when any Default or Event of Default has occurred and is continuing and, in the case of any Default (other than a Default under Subsection 9.1(f)), the Administrative Agent has given notice to the Borrower Representative that no such conversions may be made, (ii) no Loan may be converted into a Eurodollar Loan after the date that is one month prior to the applicable Maturity Date and (iii) no Loan denominated in Euro may be converted to ABR Loans. (b) Any Eurodollar Loan or EURIBOR Loan may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower Representative giving notice to the Administrative AgentAgent of the length of the next Interest Period to be applicable to such Eurodollar Loan or EURIBOR Loan, determined in accordance with the applicable provisions of the term “Interest Period” set forth in Section Subsection 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Loan under a particular Facility denominated in Dollars may be continued as such (i) (unless the Required Lenders otherwise consent) when any Default or Event of Default has occurred and is continuing and and, in the case of any Default (other than a Default under Subsection 9.1(f)), the Administrative Agent has given notice to the Borrower Representative that no such continuations may be made or (ii) after the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not date that is one month prior to permit such continuationsthe applicable Maturity Date, and provided, further, that if the Parent Borrower Representative shall fail to give any required notice as described above in this paragraph clause (b) or if such continuation is not permitted pursuant to the preceding proviso any such Eurodollar Loans other than Alternate Currency Loans denominated in Dollars shall be automatically converted to ABR Loans on the last day of such then expiring Interest Period and any such EURIBOR Loans denominated in Euro shall be continued as EURIBOR Loans for an additional one month Interest Period. Upon receipt of any such notice of continuation pursuant to this Subsection 4.2(b), the Administrative Agent shall promptly notify each relevant affected Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar Loans to ABR Base Rate Loans by giving the Administrative Agent at least three two Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided provided, that any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR Base Rate Loans (other than Swing Line Loans) to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of conversion to Eurodollar Loans shall specify the length of the initial Interest Period or Interest Periods therefor). Upon receipt of any such notice the Administrative Agent shall promptly notify each Lender thereof. All or any part of outstanding Eurodollar Loans or Base Rate Loans (other than Swing Line Loans) may be converted as provided herein, provided provided, that (i) no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has Required Term Loan Lenders or the Requisite Lenders in respect of such Facility Required Revolving Credit Lenders, as applicable, have determined in its or their sole discretion that such a conversion is not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans appropriate and (ii) no Loan may not be converted into a Eurodollar Loan after the date that is one month prior to ABR the Revolving Credit Termination Date (in the case of conversions of Revolving Credit Loans) or the date of the final installment of principal of the Term Loans (in the case of conversions of Term Loans). (b) Any Eurodollar Loan Loans may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving notice to the Administrative Agent, in accordance with the applicable provisions of the term “"Interest Period” " set forth in Section 1.1, of the length of the next Interest Period to be applicable to such Loans, provided provided, that no Eurodollar Loan under a particular Facility may be continued as such (i) when any Event of Default has occurred and is continuing and the Administrative Agent has Required Term Loan Lenders or the Requisite Lenders in respect of such Facility Required Revolving Credit Lenders, as applicable, have determined that such a continuation is not appropriate or (ii) after the date that is one month or 30 days prior to, respectively, the Revolving Credit Termination Date (in its the case of continuations of Revolving Credit Loans) or their sole discretion not to permit such continuations, the date of the final installment of principal of the Term Loans (in the case of continuations of Term Loans) and provided, further, that if the Parent Borrower shall fail to give any required such notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Loans shall be automatically converted to ABR Base Rate Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar Revolving Credit Loans to ABR Base Rate Loans by giving the Administrative Agent at least three (3) Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) irrevocable prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, ; provided that any such conversion of Eurodollar Revolving Credit Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR Base Rate Loans to Eurodollar Revolving Credit Loans by giving the Administrative Agent at least three (3) Business Days’ irrevocable prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of conversion to Eurodollar Revolving Credit Loans shall specify the length of the initial Interest Period or Interest Periods therefor), provided that no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice notice, the Administrative Agent shall promptly notify each relevant Lender thereof. All or any part of outstanding Eurodollar Revolving Credit Loans consisting of Alternate Currency Revolving and Base Rate Loans may not be converted as provided herein; provided that (i) no Loan may be converted into a Eurodollar Revolving Credit Loan when any Default or Event of Default is continuing, and (ii) no Loan may be converted into a Eurodollar Revolving Credit Loan after the date that is one month prior to ABR Loansthe Termination Date. (b) Any Eurodollar Revolving Credit Loan may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving notice to the Administrative Agent, in accordance with the applicable provisions of the term “Interest Period” set forth in Section 1.11.01, of the length of the next Interest Period to be applicable to such Loans, Loan; provided that no Eurodollar Revolving Credit Loan under a particular Facility may be continued as such (i) when any Default or Event of Default has occurred and is continuing and continuing, or (ii) after the Administrative Agent has or date that is one (1) month prior to the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such continuationsTermination Date, and provided, further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph Subsection 2.06(b) or if such continuation is not permitted pursuant to the preceding proviso proviso, then such Loans other than Alternate Currency Loans Eurodollar Revolving Credit Loan shall be automatically converted to ABR Loans an Base Rate Loan on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Any Borrower (other than the Canadian Borrower) may elect from time to time to convert Eurodollar Eurocurrency Loans in any currency to ABR Base Rate Loans in such currency by giving the Administrative Agent at least three (3) Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided that any such conversion of Eurodollar Eurocurrency Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Any Borrower may elect from time to time to convert ABR Base Rate Loans in any currency to Eurodollar Eurocurrency Loans in such currency by giving the Administrative Agent at least three (3) Business Days’ ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which notice shall specify the length of the initial Interest Period therefor), provided that (i) no ABR Base Rate Loan under a particular Facility may be converted into a Eurodollar Eurocurrency Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Majority Facility Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversionsconversions and (ii) at no time may any Borrower elect to convert any or all of its U.S. Swingline Loans from Base Rate Loans to Eurocurrency Loans. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans may not be converted to ABR Loans. (b) Any Eurodollar Eurocurrency Loan may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent applicable Borrower giving irrevocable notice to the Administrative Agent, in accordance with the applicable provisions of the term “"Interest Period” " set forth in Section 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Eurocurrency Loan under a particular Facility may be continued as such when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Majority Facility Lenders in respect of such Facility have determined in its or their sole discretion not to permit such continuations, and provided, further, that if the Parent . If any Borrower shall fail to give any required notice as described above in this paragraph with respect to any Loan in U.S. Dollars or if such continuation is not permitted pursuant to the preceding proviso such U.S. Dollar Loans shall be automatically converted to Base Rate Loans on the last day of such then expiring Interest Period. If any Borrower shall fail to give any required notice as described above in this paragraph with respect to any Loan in Pounds Sterling or Euro or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Loans shall be automatically converted to ABR continued as Eurocurrency Loans on the last day with a new Interest Period of such then expiring Interest Periodone month's duration. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar Loans to ABR Loans by giving the Administrative Agent at least three Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not a Notice of Conversion/Continuation of such election no later than 12:00 Noon10:00 A.M. on the Business Day preceding the proposed conversion date; provided that, New York City time) of such election, provided that if any such conversion of Eurodollar Loans may only be made shall occur on a date other than the last day of an Interest Period with respect thereto. If on , the Borrower shall pay any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal amounts owing pursuant to or greater than such excessSection 2.21. The Parent Borrower may elect from time to time to convert ABR Loans to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) a Notice of Conversion/Continuation of such election no later than 10:00 A.M. on the third Business Day preceding the proposed conversion date (which notice shall specify the length of the initial Interest Period therefor), ; provided that no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversionscontinuing. Upon receipt of any such notice notice, the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans may not be converted to ABR Loans. (b) Any Eurodollar Loan may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving irrevocable notice in a Notice of Conversion/Continuation to the Administrative Agent, in accordance with the applicable provisions of the term “Interest Period” set forth in Section 1.1, of the length of the next Interest Period to be applicable to such Loans, ; provided that no Eurodollar Loan under a particular Facility may be continued as such when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such continuations, and provided, further, continuing; provided further that if the Parent Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso proviso, such Loans other than Alternate Currency Loans shall be automatically converted to ABR Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar Loans to ABR Loans by giving the Administrative Agent at least three Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) prior irrevocable notice of such election, which may be given by (1) telephone, or (2) a Loan Notice; provided that any telephonic notice must be confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice by delivery to the Administrative Agent of a Loan Notice. Each Loan Notice must be received by the Administrative Agent not no later than 12:00 Noon11:00 A.M., New York City time) of such election, on the Business Day preceding the proposed conversion date, provided that any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR Loans to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not of such election no later than 12:00 Noon11:00 A.M., New York City time) of such election , on the third Business Day preceding the proposed conversion date (which notice shall specify the length of the initial Interest Period therefor), provided that no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Majority Facility Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice Loan Notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans may not be converted to ABR Loans. (b) Any Eurodollar Loan may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving irrevocable notice to the Administrative AgentAgent (which may be given by (1) telephone, or (2) a Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Administrative Agent of a Loan Notice), in accordance with the applicable provisions of the term “Interest Period” set forth in Section 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Loan under a particular Facility may be continued as such when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Majority Facility Lenders in respect of such Facility have determined in its or their sole discretion not to permit such continuations, and provided, further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Loans shall be automatically converted to ABR Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice Loan Notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Any Borrower may elect from time to time to convert Eurodollar EurodollarTerm SOFR Loans to ABR Loans or Daily Floating Rate Loans by giving the Administrative Agent at least three Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) prior irrevocable notice of such election, which may be given by (1) telephone, or (2) a Loan Notice; provided that any telephonic notice must be confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice by delivery to the Administrative Agent of a Loan Notice. Each Loan Notice must be received by the Administrative Agent not no later than 12:00 NoonP.M., New York City time) of such election, on the Business Day preceding the proposed conversion date, provided that any such conversion of Eurodollar EurodollarTerm SOFR Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Any Borrower may elect from time to time to convert ABR Loans or Daily Floating Rate Loans to Eurodollar EurodollarTerm SOFR Loans by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not of such election no later than 12:00 NoonP.M., New York City time) of such election , on the thirdsecond Business Day preceding the proposed conversion date (which notice shall specify the length of the initial Interest Period therefor), provided that no ABR Loan or Daily Floating Rate Loan under a particular Facility may be converted into a Eurodollar EurodollarTerm SOFR Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Majority Facility Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice Loan Notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans may not be converted to ABR Loans. (ba) Any Eurodollar EurodollarTerm SOFR Loan may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent applicable Borrower giving irrevocable notice to the Administrative AgentAgent (which may be given by (1) telephone, or (2) a Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Administrative Agent of a Loan Notice), in accordance with the applicable provisions of the term “Interest Period” set forth in Section 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar EurodollarTerm SOFR Loan under a particular Facility may be continued as such when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Majority Facility Lenders in respect of such Facility have determined in its or their sole discretion not to permit such continuations, and provided, further, that if the Parent any Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Loans shall be automatically converted to ABR Daily Floating Rate Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice Loan Notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.CHAR1\1969725v1CHAR1\1969725v3

Conversion and Continuation Options. (a) The Parent Borrower Borrowers may elect from time to time to convert Eurodollar Loans to ABR Loans by giving having the Borrowers’ Representative give the Administrative Agent at least three one Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) Day’s prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided that any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower Borrowers’ Representative may elect from time to time to convert ABR Loans to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of conversion to Eurodollar Loans shall specify the length of the initial Interest Period or Interest Periods therefor). Upon receipt of any such notice the Administrative Agent shall promptly notify each Lender thereof. All or any part of outstanding Eurodollar Loans and ABR Loans may be converted as provided herein, provided that (i) no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Required Lenders in respect of such Facility have determined in its or their sole discretion that such a conversion is not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans appropriate and (ii) no Loan may not be converted into a Eurodollar Loan after the date that is one month prior to ABR Loansthe Termination Date. (b) Any Eurodollar Loan Loans may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower Borrowers’ Representative giving notice to the Administrative Agent, in accordance with the applicable provisions of the term “Interest Period” set forth in Section 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Loan under a particular Facility may be continued as such (i) when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Required Lenders in respect of such Facility have determined in its that such a continuation is not appropriate or their sole discretion not (ii) after the date that is one month prior to permit such continuations, the Termination Date and provided, further, that if the Parent Borrower Borrowers’ Representative shall fail to give any required such notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Loans shall be automatically converted to ABR Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar Loans to ABR Base Rate Loans by giving the Administrative Agent at least prior irrevocable notice of such election by 9:00 A.M., Los Angeles, California time, three Business Days’ (or, in Days preceding the case of Eurodollar Loans denominated in Alternate Currency that are day on which such conversion is to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such electionoccur, provided that any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR Base Rate Loans to Eurodollar Loans by giving prior irrevocable notice to the Administrative Agent at least by 9:00 A.M., Los Angeles, California time, three Business Days’ Days prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of to such election conversion (which notice shall specify the length of the initial Interest Period therefor), provided that no ABR Base Rate Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Majority Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans may not be converted to ABR Loans. (b) Any Eurodollar Loan may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving irrevocable notice to the Administrative Agent, in accordance with the applicable provisions of the term “Interest Period” set forth in Section 1.1, of the length of the next Interest Period to be applicable to such Eurodollar Loans, provided that no Eurodollar Loan under a particular Facility may be continued as such when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Majority Lenders in respect of such Facility have determined in its or their sole discretion not to permit such continuations, and provided, further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Eurodollar Loans shall be automatically converted to ABR Base Rate Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert outstanding Eurodollar Loans (in whole or in part) to ABR Loans by giving the Administrative Agent at least three two Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided that any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert outstanding ABR Loans (in whole or in part) to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of conversion to Eurodollar Loans shall specify the length of the initial Interest Period or Interest Periods therefor), provided that no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. All or any part of outstanding Eurodollar Loans consisting of Alternate Currency Revolving and ABR Loans may not be converted as provided herein, provided that (i) no ABR Loan may be converted into a Eurodollar Loan when any Default or Event of Default has occurred and is continuing and the Administrative Agent or Lenders holding the majority of the outstanding principal amount of Loans of such Type have determined that such conversion is not appropriate, (ii) any such conversion may only be made if, after giving effect thereto, subsection 4.3 shall not have been violated, and (iii) no ABR Loan may be converted into a Eurodollar Loan after the date that is one month prior to ABR Loansthe Revolving Credit Termination Date. (b) Any Eurodollar Loan Loans may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving notice to the Administrative Agent, in accordance with the applicable provisions of the term “Interest Period” set forth in Section 1.1, Agent of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Loan under a particular Facility may be continued as such when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such continuations, and provided, further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Loans shall be automatically converted to ABR Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.determined

Conversion and Continuation Options. (a) The Parent A Borrower may elect from time to time to convert Eurodollar Loans made to ABR such Borrower to Base Rate Loans by giving the Administrative Agent at least three two Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided that any such conversion of Eurodollar Loans may only be made only on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent A Borrower may elect from time to time to convert ABR Base Rate Loans made to such Borrower to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which notice shall specify the length of the initial Interest Period therefor), provided PROVIDED that no ABR Base Rate Loan under a particular Facility may be converted into a Eurodollar Loan (i) when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Majority Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversionsconversions or (ii) after the date that is one month prior to the Revolving Credit Termination Date. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender the Lenders thereof. Loans consisting of Alternate Currency Revolving Loans may not be converted to ABR Loans. (b) Any A Borrower may elect to continue any Eurodollar Loan may be continued made to such Borrower as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving irrevocable notice to the Administrative Agent, in accordance with the applicable provisions of the term “"Interest Period” " set forth in Section 1.1, of the length of the next Interest Period to be applicable to such Loans, provided PROVIDED that no Eurodollar Loan under a particular Facility may be continued as such (i) when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Majority Lenders in respect of such Facility have have, determined in its or their sole discretion not to permit such continuationscontinuations or (ii) after the date that is one month prior to the Revolving Credit Termination Date, and providedPROVIDED, furtherFURTHER, that if the Parent such Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso proviso, such Loans other than Alternate Currency Loans shall be converted automatically converted to ABR Base Rate Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender the Lenders thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar Loans to ABR Base Rate Loans by giving the Administrative Agent at least three two Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided that any such conversion of Eurodollar Loans may only be made only on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR Base Rate Loans to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which notice shall specify the length of the initial Interest Period therefor), provided that no ABR Base Rate Loan under a particular Facility may be converted into a Eurodollar Loan (i) when any Event of Default has occurred and is continuing and the Administrative Agent has has, or the Requisite Majority Facility Lenders in respect of such Facility have have, determined in its or their sole discretion not to permit such conversionsconversions or (ii) after the date that is one month prior to the final scheduled termination or maturity date of such Facility. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans may not be converted to ABR Loans. (b) Any The Borrower may elect to continue any Eurodollar Loan may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving irrevocable notice to the Administrative Agent, in accordance with the applicable provisions of the term “Interest Period” set forth in Section 1.1, of the length of the next Interest Period to be applicable to such LoansLoan, provided that no Eurodollar Loan under a particular Facility may be continued as such when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such continuations, and provided, further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Loans shall be automatically converted to ABR Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.such

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar Loans to ABR Base Rate Loans by giving the Administrative Agent at least three two Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) ' prior irrevocable telephonic notice of such election (which notice may be given by telephone confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such electionwriting), provided that any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date Other than with respect to Swing Line Loans which shall at all times be Base Rate Loans, the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR Base Rate Loans to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which notice shall specify the length of the initial Interest Period therefortherefore and may be given by telephone confirmed promptly in writing), provided that no ABR Base Rate Loan under a particular Facility may be converted into a Eurodollar Loan (i) when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Required Facility Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversionsconversions or (ii) after the date that is one month prior to the final scheduled termination or maturity date of such Facility. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans may not be converted to ABR Loans. (b) Any Eurodollar Loan may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving irrevocable notice to the Administrative AgentAgent (which notice may be given by telephone confirmed promptly in writing), in accordance with the applicable provisions of the term “"Interest Period” " set forth in Section 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Loan under a particular Facility may be continued as such (i) when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Required Facility Lenders in respect of such Facility have determined in its or their sole discretion not to permit such continuationscontinuations or (ii) after the date that is one month prior to the final scheduled termination or maturity date of such Facility, and provided, further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Loans shall be automatically converted to ABR Base Rate Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Any Borrower may elect from time to time to convert convert, in whole or in part, any Revolving Credit Borrowing comprised of Eurodollar Loans made to ABR such Borrower to a Revolving Credit Borrowing comprised of Base Rate Loans by giving the Administrative Agent at least three two Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must may be received by the Administrative Agent not later than 12:00 Noon, New York City timetelephonic) of such election, provided that any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Any Borrower may elect from time to time to convert ABR convert, in whole or in part, any Revolving Credit Borrowing comprised of Base Rate Loans made to such Borrower to a Revolving Credit Borrowing comprised of Eurodollar Loans by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must may be received by the Administrative Agent not later than 12:00 Noon, New York City timetelephonic) of such election (which notice shall specify the length of the initial Interest Period therefor); provided, however, that if either Borrower wishes to request Eurodollar Loans having an Interest Period of twelve months in duration as provided that no ABR Loan under a particular Facility may in the definition of “Interest Period”, (i) the applicable notice must be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and received by the Administrative Agent has or not later than 1:00 p.m., New York City time, four Business Days prior to the Requisite Lenders in respect requested date of such Facility conversion, whereupon the Administrative Agent shall give prompt notice to the Lenders of such request and determine whether each of the Lenders consents to such requested Interest Period and (ii) not later than 10:00 a.m., New York City time, three Business Days before the requested date of such conversion, the Administrative Agent shall notify the applicable Borrower (which notice may be by telephone) whether or not the requested Interest Period has been consented to by all Lenders. Each partial conversion of any Revolving Credit Borrowing comprised of Base Rate Loans into a Revolving Credit Borrowing comprised of Eurodollar Loans shall be in an aggregate amount equal to $1,000,000 or a whole multiple of $500,000 in excess thereof. Each partial conversion of any Revolving Credit Borrowing shall be allocated among the Lenders holding the Loans comprising such Revolving Credit Borrowing in accordance with their Revolving Credit Percentages. Each telephonic notice by any Borrower pursuant to this Section 2.7(a) must be confirmed promptly by delivery to the Administrative Agent of a written Borrowing Request appropriately completed and signed by a Responsible Officer of the applicable Borrower. Subject to Section 2.15, any such notice or Borrowing Request may be revoked by the applicable Borrower at any time prior to the time that the applicable conversion would otherwise become effective. If a Borrower requests a conversion to a Revolving Credit Borrowing comprised of Eurodollar Loans but fails to specify an Interest Period, it will be deemed to have determined in its or their sole discretion not to permit such conversionsspecified an Interest Period of one month. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender the Lenders thereof. Loans consisting of Alternate Currency Revolving Loans may not be converted to ABR Loans. (b) Any Borrower may elect to continue, in whole or in part, any Revolving Credit Borrowing comprised of Eurodollar Loan Loans made to such Borrower as a Revolving Credit Borrowing of the same Type, and may elect Interest Periods therefor, by giving the Administrative Agent at least three Business Days’ prior notice (which may be continued as telephonic) of such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving election (which notice to the Administrative Agent, in accordance with the applicable provisions of the term “Interest Period” set forth in Section 1.1, of shall specify the length of the next elected Interest Period therefor); provided, however, that if either Borrower wishes to continue such Revolving Credit Borrowing as Eurodollar Loans having an Interest Period of twelve months in duration as provided in the definition of “Interest Period”, (i) the applicable notice must be applicable to such Loans, provided that no Eurodollar Loan under a particular Facility may be continued as such when any Event of Default has occurred and is continuing and received by the Administrative Agent has or not later than 1:00 p.m., New York City time, four Business Days prior to the Requisite Lenders in respect requested date of such Facility have determined continuation, whereupon the Administrative Agent shall give prompt notice to the Lenders of such request and determine whether each of the Lenders consents to such requested Interest Period and (ii) not later than 10:00 a.m., New York City time, three Business Days before the requested date of such continuation, the Administrative Agent shall notify the applicable Borrower (which notice may be by telephone) whether or not the requested Interest Period has been consented to by all Lenders. Each partial continuation of any such Revolving Credit Borrowing shall be in its an aggregate amount equal to $1,000,000 or a whole multiple of $500,000 in excess thereof. Each partial continuation of any such Revolving Credit Borrowing shall be allocated among the Lenders holding the Eurodollar Loans comprising such Revolving Credit Borrowing in accordance with their sole discretion not to permit such continuations, and provided, further, that if the Parent Revolving Credit Percentages. Each telephonic notice by any Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to this Section 2.7(b) must be confirmed promptly by delivery to the preceding proviso Administrative Agent of a written Borrowing Request appropriately completed and signed by a Responsible Officer of the applicable Borrower. Subject to Section 2.15, any such notice or Borrowing Request may be revoked by the applicable Borrower at any time prior to the time that the applicable continuation would otherwise become effective. If a Borrower requests a continuation of a Revolving Credit Borrowing comprised of Eurodollar Loans other than Alternate Currency Loans shall be automatically converted but fails to ABR Loans on the last day of such then expiring specify an Interest Period, it will be deemed to have specified an Interest Period of one month. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender the Lenders thereof. . (c) If the applicable Borrower fails to deliver a timely notice of conversion or continuation of any Revolving Credit Borrowing comprised of Eurodollar Loans denominated in an Alternate Currency prior to the end of the Interest Period applicable thereto, then, unless such Revolving Credit Borrowing is repaid as provided herein, at the end of such Interest Period such Revolving Credit Borrowing shall not be converted to a Revolving Credit Borrowing comprised of Base Rate Loans. (d) Notwithstanding any contrary provision hereof, if an ABR LoanEvent of Default has occurred and is continuing and the Administrative Agent, but shall continue at the request or with the consent of the Majority Lenders, has notified the Borrowers of the election to give effect to this paragraph on account of such Event of Default, then, in each such case, so long as such Event of Default is continuing, (i) no outstanding Revolving Credit Borrowing may be converted to or continued as a Revolving Credit Borrowing comprised of Eurodollar Loan having an Loans and (ii) unless repaid, each Revolving Credit Borrowing comprised of Eurodollar Loans shall, at the end of the Interest Period applicable thereto, be converted to a Revolving Credit Borrowing comprised of one month in the circumstance described aboveBase Rate Loans.

Conversion and Continuation Options. (a) The Parent Borrower applicable Borrowers may elect from time to time to convert Eurodollar outstanding Revolving Credit Loans from Eurocurrency Loans made or outstanding in Dollars to ABR Loans Loans, by giving the Administrative Agent at least three Business Days’ irrevocable notice of such election prior to 11:00 a.m. (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of on the second Business Day prior to such electionconversion, provided that any such conversion of Eurodollar Eurocurrency Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. The Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert outstanding Revolving Credit Loans from ABR Loans to Eurodollar Eurocurrency Loans by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election prior to 11:00 a.m. (which New York time) on the third Business Day prior to such conversion. Any such notice of conversion to Eurocurrency Loans shall specify the length of the initial Interest Period or Interest Periods therefor), provided that no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant affected Lender thereof. All or any part of outstanding Eurocurrency Loans consisting of Alternate Currency Revolving and ABR Loans may not be converted as provided herein, provided that (i) (unless the Required Lenders otherwise consent) no Loan may be converted into a Eurocurrency Loan when any Default or Event of Default has occurred and is continuing and, in the case of any Default, the Administrative Agent has given notice to ABR Loansthe applicable Borrower that no such conversions may be made and (ii) no Loan may be converted into a Eurocurrency Loan after the date that is one month prior to the Termination Date. (b) Any Eurodollar Eurocurrency Loan may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower applicable Borrowers giving notice to the Administrative AgentAgent of the length of the next Interest Period to be applicable to such Loan, determined in accordance with the applicable provisions of the term “Interest Period” set forth in Section subsection 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Eurocurrency Loan under a particular Facility may be continued as such (i) (unless the Required Lenders otherwise consent) when any Default or Event of Default has occurred and is continuing and and, in the case of any Default, the Administrative Agent has given notice to the applicable Borrower that no such continuations may be made or (ii) after the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not date that is one month prior to permit such continuationseither the Termination Date, and provided, further, that in the case of Eurocurrency Loans made or outstanding in Dollars if the Parent applicable Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Eurocurrency Loans shall be automatically converted to ABR Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice of continuation pursuant to this subsection 4.2(b), the Administrative Agent shall promptly notify each relevant affected Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower Company may elect from time to time to convert outstanding Eurodollar Loans (in whole or in part) to ABR Loans by giving the Administrative Agent at least three two Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided PROVIDED that any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower Company may elect from time to time to convert outstanding ABR Loans (in whole or in part) to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of conversion to Eurodollar Loans shall specify the length of the initial Interest Period or Interest Periods therefor), provided that no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. All or any part of outstanding Eurodollar Loans consisting of Alternate Currency Revolving and ABR Loans may not be converted as provided herein, PROVIDED that (i) no ABR Loan may be converted into a Eurodollar Loan when any Default or Event of Default has occurred and is continuing and the Administrative Agent or Lenders holding the majority of the outstanding principal amount of Loans have determined that such conversion is not appropriate, (ii) any such conversion may only be made if, after giving effect thereto, subsection 5.3 shall not have been violated, (iii) no ABR Loan may be converted into a Eurodollar Loan after the date that is one month prior to ABR Loansthe Revolving Credit Termination Date. (b) Any Eurodollar Loan Loans may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower Company giving notice to the Administrative Agent, in accordance with the applicable provisions of the term “Interest Period” set forth in Section 1.1, Agent of the length of the next Interest Period to be applicable to such LoansLoans determined in accordance with the applicable provisions of the term "Interest Period" set forth in subsection 1.1, provided PROVIDED that no Eurodollar Loan under a particular Facility may be continued as such (i) when any Default or Event of Default has occurred and is continuing and the Administrative Agent has or Lenders holding the Requisite Lenders in respect majority of the outstanding principal amount of Loans of such Facility Class have determined in its that such continuation is not appropriate, (ii) if, after giving effect thereto, subsection 5.3 would be contravened or their sole discretion not (iii) after the date that is one month prior to permit such continuationsthe Revolving Credit Termination Date, and providedPROVIDED, furtherFURTHER, that if the Parent Borrower Company shall fail to give any required such notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Eurodollar Loans shall be automatically converted to ABR Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower Company may elect from time to time to convert outstanding Eurodollar Loans (in whole or in part) to ABR Loans by giving the Administrative Agent at least three two Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided that any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower Company may elect from time to time to convert outstanding ABR Loans (in whole or in part) to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of conversion to Eurodollar Loans shall specify the length of the initial Interest Period or Interest Periods therefor), provided that no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. All or any part of outstanding Eurodollar Loans consisting of Alternate Currency Revolving and ABR Loans may not be converted as provided herein, provided that (i) no ABR Loan may be converted into a Eurodollar Loan when any Default or Event of Default has occurred and is continuing and the Administrative Agent or Lenders holding the majority of the outstanding principal amount of Loans of such Class have determined that such conversion is not appropriate, (ii) any such conversion may only be made if, after giving effect thereto, subsection 5.3 shall not have been violated, and (iii) no ABR Loan may be converted into a Eurodollar Loan after the date that is one month prior to ABR Loansthe Revolving Credit Termination Date or, as the case may be, the date on which the Term Loans and New Revolving Credit Loans mature. (b) Any Eurodollar Loan Loans may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower Company giving notice to the Administrative Agent, in accordance with the applicable provisions of the term “Interest Period” set forth in Section 1.1, Agent of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Loan under a particular Facility may be continued as such when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such continuations, and provided, further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Loans shall be automatically converted to ABR Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar Loans to ABR Loans Alternate Base Rate Loans, by giving the Administrative Agent at least three two Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, 53 48 provided that that, unless the Borrower elects to deposit with the Administrative Agent the amount of any breakage costs and other Eurodollar Loan related costs to be incurred by the Borrower under this Agreement with respect to the prepayment or conversion of such Eurodollar Loan prior to the end of an Interest Period, any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR Alternate Base Rate Loans to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of conversion to Eurodollar Loans shall specify the length of the initial Interest Period or Interest Periods therefor). Upon receipt of any such notice the Administrative Agent shall promptly notify each Term Loan Lender or Revolving Credit Lender, as the case may be, thereof. All or any part of outstanding Eurodollar Loans and Alternate Base Rate Loans may be converted as provided herein, provided that (i) no ABR Alternate Base Rate Loan under a particular Facility may be converted into a Eurodollar Loan when any Default or Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Required Lenders in respect of such Facility have determined in its or their sole discretion that such a conversion is not to permit such conversions. Upon receipt of appropriate and (ii) any such notice the Administrative Agent conversion may only be made if, after giving effect thereto, subsection 2.14 shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans may not be converted to ABR Loanshave been contravened. (b) Any Eurodollar Loan Loans may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving notice to the Administrative Agent, in accordance with the applicable provisions of the term “"Interest Period” " set forth in Section subsection 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Loan under a particular Facility may be continued as such (i) when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Required Lenders in respect of such Facility have determined in its that such a continuation is not appropriate or their sole discretion not to permit such continuations(ii) if, after giving effect thereto, subsection 2.14 would be contravened and provided, further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Eurodollar Loans shall be automatically converted to ABR Alternate Base Rate Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar outstanding Term Loans from Eurocurrency Loans to ABR Loans by giving the Administrative Agent at least three two Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided that any such conversion of Eurodollar Eurocurrency Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert outstanding Term Loans from ABR Loans to Eurodollar Eurocurrency Loans by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of conversion to Eurocurrency Loans shall specify the length of the initial Interest Period or Interest Periods therefor), provided that no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant affected Lender thereof. All or any part of outstanding Eurocurrency Loans consisting of Alternate Currency Revolving and ABR Loans may not be converted as provided herein, provided that (i) (unless the Required Lenders otherwise consent) no Term Loan may be converted into a Eurocurrency Loan when any Default or Event of Default has occurred and is continuing and, in the case of any Default, the Administrative Agent has given notice to ABR Loansthe Parent Borrower that no such conversions may be made and (ii) no Term Loan may be converted into a Eurocurrency Loan after the date that is one month prior to the Maturity Date therefor. (b) Any Eurodollar Eurocurrency Loan may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving notice to the Administrative AgentAgent of the length of the next Interest Period to be applicable to such Term Loan, determined in accordance with the applicable provisions of the term “Interest Period” set forth in Section subsection 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Eurocurrency Loan under a particular Facility may be continued as such (i) (unless the Required Lenders otherwise consent) when any Default or Event of Default has occurred and is continuing and and, in the case of any Default, the Administrative Agent has given notice to the Parent Borrower that no such continuations may be made or (ii) after the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not date that is one month prior to permit such continuationsthe Maturity Date therefor, and provided, further, that if the Parent applicable Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Eurocurrency Loans shall be automatically converted to ABR Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice of continuation pursuant to this subsection 3.2(b), the Administrative Agent shall promptly notify each relevant affected Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower Borrowers may elect from time to time to convert Eurodollar Loans to ABR Base Rate Loans by the Designated Borrower giving the Administrative Agent at least three two Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided that any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. The Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR Base Rate Loans to Eurodollar Loans by the Designated Borrower giving the Administrative Agent at least three Business Days’ ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of conversion to Eurodollar Loans shall specify the length of the initial Interest Period therefor). Upon receipt of any such notice, the Administrative Agent shall promptly notify each Lender thereof. All or any part of outstanding Eurodollar Loans and Base Rate Loans may be converted as provided herein, provided that (i) no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Required Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans a conversion and (ii) no Loan may not be converted into a Eurodollar Loan after the date that is one month prior to ABR (i) the Revolving Credit Termination Date, with respect to the Tranche A Loans and (ii) the Tranche B Termination Date, with respect to the Tranche B Term Loans. (b) Any Eurodollar Loan Loans may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Designated Borrower giving irrevocable notice to the Administrative Agent, in accordance with the applicable provisions of the term “"Interest Period” " set forth in Section 1.11. 1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Loan under a particular Facility may be continued as such (i) when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Required Lenders in respect of such Facility have determined in its or their sole discretion not to permit such continuationsa continuation or (ii) after the date that is one month prior to (A) the Revolving Credit Termination Date, with respect to the Tranche A Loans or (B) the Tranche B Termination Date, with respect to the Tranche B Term Loans, and provided, further, that if the Parent Designated Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Loans shall be automatically converted to ABR Base Rate Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar outstanding Term Loans from Eurocurrency Loans to ABR Loans by giving the Administrative Agent at least three two Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided that any such conversion of Eurodollar Eurocurrency Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert outstanding Term Loans from ABR Loans to Eurodollar Eurocurrency Loans by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of conversion to Eurocurrency Loans shall specify the length of the initial Interest Period or Interest Periods therefor). Upon receipt of any such notice the Administrative Agent shall promptly notify each affected Lender thereof. All or any part of outstanding Eurocurrency Loans and ABR Loans may be converted as provided herein, provided that (i) no ABR Term Loan under a particular Facility may be converted into a Eurodollar Eurocurrency Loan when any Default or Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Required Lenders in respect of have given notice to the Borrower that no such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans conversions may not be made, and (ii) no Term Loan may be converted into a Eurocurrency Loan after the date that is one month prior to ABR the Non-Extended Term Loan Maturity Date (in the case of conversions of Non-Extended Term Loans) or the Extended Term Loan Maturity Date (in the case of conversions of Extended Term Loans). (b) Any Eurodollar Eurocurrency Loan may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving notice to the Administrative AgentAgent of the length of the next Interest Period to be applicable to such Term Loan, determined in accordance with the applicable provisions of the term “Interest Period” set forth in Section subsection 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Eurocurrency Loan under a particular Facility may be continued as such (i) when any Default or Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Required Lenders have given notice to the Borrower that no such continuations may be made or (ii) after the date that is one month prior to the Non-Extended Term Loan Maturity Date (in respect the case of such Facility have determined continuations of Non-Extended Term Loans) or the Extended Term Loan Maturity Date (in its or their sole discretion not to permit such continuationsthe case of continuations of Extended Term Loans), and provided, further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph subsection 3.2(b) or if such continuation is not permitted pursuant to the preceding proviso proviso, such Loans other than Alternate Currency Eurocurrency Loans shall be automatically converted to ABR Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice of continuation pursuant to this subsection 3.2(b), the Administrative Agent shall promptly notify each relevant affected Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower may, on the last day of any Interest Period with respect thereto, convert Eurodollar Loans to Base Rate Loans by giving notice thereof (a "Notice of Base Rate Conversion") to the Administrative Agent not later than 10:00 A.M., New York City time, on the last day of the then current Interest Period in respect of the Eurodollar Loans being converted. The Borrower may elect from time to time to convert Eurodollar Base Rate Loans to ABR Eurodollar Loans by giving notice thereof (a "Notice of Eurodollar Conversion") to the Administrative Agent at least three Eurodollar Business Days’ (or, in Days prior to the case first day of Eurodollar Loans denominated in Alternate Currency that are the Interest Period to be continued, at least four Business Days’) prior irrevocable telephonic applicable to such Loans. Upon receipt of any such notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) shall promptly notify each Lender thereof. All or any part of such election, provided that any such conversion of outstanding Eurodollar Loans and Base Rate Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR Loans to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance converted as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which notice shall specify the length of the initial Interest Period therefor)herein, provided that no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans may not be converted to ABR Loanscontinuing. (b) Any The Borrower may continue any Eurodollar Loan may be continued Loans as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving notice thereof (a "Notice of Eurodollar Continuation") to the Administrative Agent, in accordance with Agent at least three Eurodollar Business Days prior to the applicable provisions last day of the term “such then current Interest Period” set forth in Section 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Loan under a particular Facility may be continued as such when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such continuationscontinuing, and provided, further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph such Notice of Eurodollar Continuation or if such continuation is not permitted pursuant to the preceding proviso proviso, such Loans other than Alternate Currency Loans shall be automatically converted to ABR Base Rate Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.29

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar Loans to ABR Loans by giving the Administrative Agent at least three Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not of such election no later than 12:00 Noon11:00 A.M., New York City time) of such election, provided that any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date Business Day preceding the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excessproposed conversion date. The Parent Borrower may elect from time to time to convert ABR Loans to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not of such election no later than 12:00 Noon11:00 A.M., New York City time) of such election , on the third Business Day preceding the proposed conversion date (which notice shall specify the length of the initial Interest Period therefor), provided that no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Required Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans may not be converted to ABR Loans. (b) Any Eurodollar Loan may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving irrevocable notice to the Administrative Agent, in accordance with the applicable provisions of the term “Interest Period” set forth in Section 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Loan under a particular Facility may be continued as such when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Majority Facility Lenders in respect of such Facility have determined in its or their sole discretion not to permit such continuations, and provided, further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Loans shall be automatically converted to ABR Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert outstanding Eurodollar Loans (in whole or in part) to ABR Loans by giving the Administrative Agent at least three two Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided that any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert outstanding ABR Loans (in whole or in part) to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of conversion to Eurodollar Loans shall specify the length of the initial Interest Period or Interest Periods therefor), provided that no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. All or any part of outstanding Eurodollar Loans consisting of Alternate Currency Revolving and ABR Loans may not be converted as provided herein, provided that (i) no ABR Loan may be converted into a Eurodollar Loan when any Default or Event of Default has occurred and is continuing and the Administrative Agent or the Majority Lenders have determined that such conversion is not appropriate, (ii) any such conversion may only be made if, after giving effect thereto, subsection 4.3 shall not have been violated, and (iii) no ABR Loan may be converted into a Eurodollar Loan after the date that is one month prior to ABR Loansthe Revolving Credit Termination Date or the Term Loan Maturity Date, as applicable. (b) Any Eurodollar Loan Loans may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving notice to the Administrative Agent, Agent of the length of the next Interest Period to be applicable to such Loans determined in accordance with the applicable provisions of the term “Interest Period” set forth in Section subsection 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Loan under a particular Facility may be continued as such (i) when any Default or Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Majority Lenders in respect of such Facility have determined in its that such continuation is not appropriate, (ii) if, after giving effect thereto, subsection 4.3 would be contravened or their sole discretion not (iii) after the date that is one month prior to permit such continuationsthe Revolving Credit Termination Date or the Term Loan Maturity Date, as applicable; and provided, further, that if the Parent Borrower shall fail to give any required such notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso proviso, such Eurodollar Loans other than Alternate Currency Loans shall shall, subject to the preceding proviso, be automatically converted continued as such, with the length of the next Interest Period to ABR Loans on the last day of such then expiring Interest Periodbe 30 days. Upon receipt of any such notice pursuant to this subsection 4.2(b), the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar Loans to ABR Base Rate Loans by giving the Administrative Agent at least three Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not of such election no later than 12:00 Noon11:00 A.M., New York City time) of such election, on the Business Day preceding the proposed conversion date, provided that any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on thereto provided, further, that the Borrower shall not, at any date the aggregate Dollar Equivalent principal amount of all time, be permitted to convert a Eurodollar Loans denominated in Loan that is an Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make Loan into a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excessBase Rate Loan. The Parent Borrower may elect from time to time to convert ABR Base Rate Loans to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not of such election no later than 12:00 Noon11:00 A.M., New York City time) of such election , on the third Business Day preceding the proposed conversion date (which notice shall specify the length of the initial Interest Period therefor), provided that no ABR Base Rate Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Majority Facility Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans may not be converted to ABR Loans. (b) Any Eurodollar Loan may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving irrevocable notice to the Administrative Agent, in accordance with the applicable provisions of the term “Interest Period” set forth in Section 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Loan under a particular Facility may be continued as such when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Majority Facility Lenders in respect of such Facility have determined in its or their sole discretion not to permit such continuations, and provided, further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso (i) such Eurodollar Loans other than Alternate Currency that are Dollar Loans shall be automatically converted to ABR Base Rate Loans on the last day of such then expiring Interest PeriodPeriod and (ii) such Eurodollar Loans that are Alternate Currency Loans shall be continued as Eurodollar Loans with an Interest Period of 1 month. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower Company may elect from time to time to convert Eurodollar Eurocurrency Loans denominated in Dollars to ABR Loans by giving the Administrative Agent at least three Business Days’ (or, in the case irrevocable notice of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent such election not later than 12:00 Noon11:00 A.M., New York City time) , one Business Day prior to the date of such electionconversion, provided that any such conversion of Eurodollar Eurocurrency Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower Company may elect from time to time to convert ABR Loans to Eurodollar Eurocurrency Loans denominated in Dollars by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which notice shall specify the length of the initial Interest Period therefor)) not later than 11:00 A.M., New York City time, three Business Days prior to the date of conversion, provided that no ABR Loan under a particular Facility may be converted into a Eurodollar Eurocurrency Loan denominated in Dollars when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Required Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans may not be converted to ABR Loans. (b) Any Eurodollar Eurocurrency Loan may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent relevant Borrower giving irrevocable notice to the Administrative Agent, in accordance with the applicable provisions of the term “"Interest Period” " set forth in Section 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Eurocurrency Loan under a particular Facility denominated in Dollars may be continued as such when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Required Lenders in respect of such Facility have determined in its or their sole discretion not to permit such continuations, and provided, further, that if the Parent Borrower Company shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso any such Loans other than Alternate Currency Loans denominated in Dollars shall be automatically converted to ABR Loans on the last day of such then expiring Interest PeriodPeriod and, if the relevant Foreign Subsidiary Borrower shall fail to give such notice of continuation of a Foreign Currency Loan, such Foreign Currency Loan shall be automatically continued for an Interest Period of one month. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower may may, subject to paragraph (b) below, elect from time to time to convert Eurodollar Loans to ABR Loans by giving the Administrative Agent at least three Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such electionelection prior to 11:00 A.M. on the date of conversion, provided that any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR Loans to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of conversion to Eurodollar Loans shall specify the length of the initial Interest Period or Interest Periods therefor). Upon receipt of any such notice the Administrative Agent shall promptly notify each affected Lender thereof. All or any part of outstanding Eurodollar Loans and ABR Loans may be converted as provided herein, provided that (i) no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or notified the Requisite Lenders in respect of Borrower that it has determined that such Facility have determined in its or their sole discretion a conversion is not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans appropriate and (ii) no ABR Loan may not be converted into a Eurodollar Loan after the date that is one month prior to ABR Loansthe Revolving Credit Termination Date. (b) Any Eurodollar Loan Loans may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving notice to the Administrative Agent, in accordance with the applicable provisions of the term “"Interest Period” " set forth in Section subsection 1.1, of the length of the next Interest Period to be applicable to such Eurodollar Loans, provided that no Eurodollar Loan under a particular Facility may be continued as such (i) when any Event of Default has occurred and is continuing and the Administrative Agent has notified the Borrower that it has determined that such a continuation is not appropriate or (ii) after the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not date that is one month prior to permit such continuationsthe Revolving Credit Termination Date, and provided, further, that if the Parent Borrower shall fail to give any required such notice as described above in this paragraph or if such 59 continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Eurodollar Loans shall be automatically converted to ABR Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice pursuant to this subsection 4.2(b), the Administrative Agent shall promptly notify each relevant affected Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Each Borrower may elect from time to time to convert Eurodollar Loans made to ABR such Borrower to Base Rate Loans by giving the Administrative Agent at least three two Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided that any such conversion of Eurodollar Loans may only be made only on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Each Borrower may elect from time to time to convert ABR Base Rate Loans made to such Borrower to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which notice shall specify the length of the initial Interest Period therefor), provided PROVIDED that no ABR Base Rate Loan under a particular Facility may be converted into a Eurodollar Loan (i) when any Event of Default has occurred and is continuing and the Administrative Agent has has, or the Requisite Majority Facility Lenders in respect of such Facility have have, determined in its or their sole discretion not to permit such conversionsconversions or (ii) after the date that is one month prior to the final scheduled termination or maturity date of such Facility. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans may not be converted to ABR Loans. (b) Any Each Borrower may elect to continue any Eurodollar Loan may be continued made to such Borrower as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving irrevocable notice to the Administrative Agent, in accordance with the applicable provisions of the term “"Interest Period” " set forth in Section 1.1, of the length of the next Interest Period to be applicable to such Loans, provided PROVIDED that no Eurodollar Loan under a particular Facility may be continued as such (i) when any Event of Default has occurred and is continuing and the Administrative Agent has has, or the Requisite Majority Facility Lenders in respect of such Facility have have, determined in its or their sole discretion not to permit such continuationscontinuations or (ii) after the date that is one month prior to the final scheduled termination or maturity date of such Facility, and providedPROVIDED, furtherFURTHER, that if the Parent relevant Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso proviso, such Loans other than Alternate Currency Loans shall be converted automatically converted to ABR Base Rate Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower Owner Trustee may elect from time to time to convert Eurodollar Loans Holder Advances to ABR Loans Holder Advances by giving the Administrative Agent (on behalf of the Holders(subject to the last provision of Section 3.8(b)) at least three one (1) Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) Day's prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided provided, that any such conversion of Eurodollar Loans Holder Advances may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower Owner Trustee may elect from time to time to convert ABR Loans Holder Advances to Eurodollar Loans Holder Advances by giving the Administrative Agent (on behalf of the Holders) at least three (3) Business Days’ ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of conversion to Eurodollar Holder Advances shall specify the length of the initial Interest Period or Interest Periods therefor). Upon receipt of any such notice, the Agent (on behalf of the Holders) shall promptly notify each Holder thereof. All or any part of outstanding Eurodollar Holder Advances or ABR Holder Advances may be converted as provided herein, provided, that (i) no ABR Loan under a particular Facility Holder Advance may be converted into a Eurodollar Loan when any Event of Default has occurred Holder Advance after the date that is one (1) month prior to the Maturity Date and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any (ii) such notice of conversion shall contain an election by the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting Owner Trustee of Alternate Currency Revolving Loans may not be converted to ABR Loans. (b) Any Eurodollar Loan may be continued as such upon the expiration of the then current an Interest Period with respect thereto for such Eurodollar Holder Advance to be created by the Parent Borrower giving notice to the Administrative Agent, such conversion and such Interest Period shall be in accordance with the applicable provisions terms of the definition of the term “"Interest Period” set forth in Section 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Loan under a particular Facility may be continued as such when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such continuations, and provided, further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Loans shall be automatically converted to ABR Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender " including without limitation subparagraphs (A) through (D) thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower Borrowers may elect from time to time to convert Convert Eurodollar Loans to ABR Base Rate Loans by giving the Administrative Agent at least three two Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided provided, that any such conversion Conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. The Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR Convert Base Rate Loans to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of Conversion to Eurodollar Loans shall specify the length of the initial Interest Period or Interest Periods therefor). Upon receipt of any such notice the Administrative Agent shall promptly notify each Lender thereof. All or any part of outstanding Eurodollar Loans and Base Rate Loans may be Converted as provided herein, provided that (i) no ABR Loan under a particular Facility may be converted Converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Required Lenders in respect of such Facility have determined in its or their sole discretion that such a Conversion is not to permit such conversions. Upon receipt of appropriate, (ii) any such notice the Administrative Agent Conversion may only be made if, after giving effect thereto, Section 5.3 shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans not have been contravened, and (iii) no Loan may not be converted into a Eurodollar Loan after the date that is one month prior to ABR the Revolving Credit Termination Date (in the case of Conversions of Revolving Credit Loans) or the date of the final installment of principal (in the case of Conversions of Term Loans). (b) Any Eurodollar Loan Loans may be continued Continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower Borrowers giving notice to the Administrative Agent, in accordance with the applicable provisions of the term “"Interest Period” " set forth in Section 1.1, of the length of the next Interest Period to be applicable to such Loans, provided provided, that no Eurodollar Loan under a particular Facility may be continued Continued as such (i) when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Required Lenders in respect of such Facility have determined that such a Continuation is not appropriate, (ii) if, after giving effect thereto, Section 5.3 would be contravened or (iii) after the date that is one month prior to the Revolving Credit Termination Date (in its the case of Continuations of Revolving Credit Loans) or their sole discretion not to permit such continuations, the date of the final installment of principal (in the case of Continuations of Term Loans) and provided, further, that if the Parent Borrower Borrowers shall fail to give any required such notice as described above in this paragraph or if such continuation Continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Loans shall be automatically converted to ABR Base Rate Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar Loans to ABR Loans by giving the Administrative Agent at least three Business Days’ (or, in the case irrevocable notice of Eurodollar Loans denominated in Alternate Currency that are such election prior to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon11:00 A.M., New York City time) of such election, at least two Business Days’ prior thereto, provided that any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR Loans to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which notice shall specify the length of the initial Interest Period therefor), provided that no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Required Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Each telephonic notice by the Borrower pursuant to this Section 2.7(a) must be confirmed promptly by delivery to the Administrative Agent of a written Committed Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrower. If the Borrower requests a conversion to Eurodollar Loans in any such Committed Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. Upon receipt of any such notice notice, the Administrative Agent shall promptly notify each relevant Lender thereofthereof and the amount of its Percentage of such conversion of Revolving Loans. Loans consisting of Alternate Currency Revolving Loans Notwithstanding anything to the contrary herein, a Swingline Loan may not be converted to ABR Loansa Eurodollar Loan. (b) Any Eurodollar Loan may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving irrevocable notice to the Administrative Agent, in accordance with the applicable provisions of the term “Interest Period” set forth in Section 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that (i) no Eurodollar Loan under a particular the Revolving Credit Facility may be continued as such when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Required Lenders in respect of such Facility have determined in its or their sole discretion not to permit such continuations, and (ii) any such continuation of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto, and provided, further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Loans shall be automatically converted to ABR Loans on the last day of such then expiring Interest Period. Any such automatic conversion to ABR Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurodollar Loans. Each telephonic notice by the Borrower pursuant to this Section 2.7(b) must be confirmed promptly by delivery to the Administrative Agent of a written Committed Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrower. If the Borrower requests a continuation of Eurodollar Loans in any such Committed Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. Upon receipt of any such notice notice, the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar , the amount of its Percentage of the applicable Revolving Loans denominated in an Alternate Currency shall not be converted and, if applicable, the details of any automatic conversion to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month Loans described in the circumstance described aboveimmediately preceding proviso.

Conversion and Continuation Options. (a) The Parent Borrower Company may elect from time to time to convert Eurodollar Revolving Credit Loans to ABR Base Rate Loans by giving the Administrative Agent at least three one Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) Day's prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided that any such conversion of Eurodollar Revolving Credit Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower Company may elect from time to time to convert ABR Base Rate Loans to Eurodollar Revolving Credit Loans by giving the Administrative Agent at least three Business Working Days’ ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of conversion to Eurodollar Revolving Credit Loans shall specify the length of the initial Interest Period or Interest Periods therefor). Upon receipt of such notice the Administrative Agent shall promptly notify each Bank thereof. All or any part of outstanding Eurodollar Revolving Credit Loans and Base Rate Loans may be converted as provided herein, provided that (i) no ABR Loan under a particular Facility may be converted into a Eurodollar Revolving Credit Loan when any Event of Default has occurred and is continuing and unless the Administrative Agent has or the Requisite Lenders in respect of such Facility Required Banks have determined in its or their sole discretion not to permit that such conversions. Upon receipt of a conversion is appropriate, (ii) any such notice the Administrative Agent conversion may only be made if, after giving effect thereto, subsection 2.11 shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency not have been contravened and (iii) no Revolving Loans Credit Loan may not be converted into a Eurodollar Revolving Credit Loan after the date that is one month prior to ABR Loansthe Termination Date. (b) Any Eurodollar Loan Revolving Credit Loans may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower Company giving notice to the Administrative Agent, in accordance with the applicable provisions of the term “"Interest Period” " set forth in Section subsection 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Revolving Credit Loan under a particular Facility may be continued as such (i) when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility Required Banks have determined in its that such a continuation is not appropriate, (ii) if, after giving effect thereto, subsection 2.11 would be contravened or their sole discretion not (iii) after the date that is one month prior to permit such continuations, and provided, further, that if the Parent Borrower Termination Date. If the Company shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Loans shall be automatically converted to ABR Base Rate Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar Revolving Credit Loans to ABR Loans by giving the Administrative Agent at least three one Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) Day’s prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, ; provided that any such conversion of Eurodollar Revolving Credit Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR Loans to Eurodollar Revolving Credit Loans by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of conversion to Eurodollar Revolving Credit Loans shall specify the length of the initial Interest Period or Interest Periods therefor), provided that no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. All or any part of outstanding Eurodollar Revolving Credit Loans consisting of Alternate Currency Revolving and ABR Loans may not be converted as provided herein; provided that (i) no Loan may be converted into a Eurodollar Revolving Credit Loan when any Event of Default has occurred and is continuing and (ii) no Loan may be converted into a Eurodollar Revolving Credit Loan after the date that is one month prior to ABR Loansthe Termination Date. (b) Any Eurodollar Loan Revolving Credit Loans may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving notice to the Administrative Agent, in accordance with the applicable provisions of the term “Interest Period” set forth in Section subsection 1.1, of the length of the next Interest Period to be applicable to such Loans, ; provided that no Eurodollar Revolving Credit Loan under a particular Facility may be continued as such (i) when any Event of Default has occurred and is continuing and or (ii) after the Administrative Agent has or date that is one month prior to the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such continuations, Termination Date and provided, further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Eurodollar Revolving Credit Loans shall be automatically converted to ABR Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent h)Each Borrower may elect from time to time to convert Eurodollar Eurocurrency Loans denominated in Dollars to ABR Base Rate Loans by giving the Administrative Agent at least three one Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) Day’s prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, ; provided that any such conversion of Eurodollar Eurocurrency Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Each Borrower may elect from time to time to convert ABR Base Rate Loans to Eurodollar Eurocurrency Loans denominated in Dollars by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of conversion to Eurocurrency Loans shall specify the length of the initial Interest Period or Interest Periods therefor), . Upon receipt of any such notice the Agent shall promptly notify each relevant Lender thereof. All or any part of outstanding Eurocurrency Loans denominated in Dollars and Base Rate Loans may be converted as provided herein; provided that (i) no ABR Loan under a particular Facility may be converted into a Eurodollar Eurocurrency Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Majority Lenders in respect of such Facility have determined in its or their sole discretion that such conversion is not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans appropriate and (ii) no Loan may not be converted into a Eurocurrency Loan after the date that is one month prior to ABR Loansthe Termination Date. (ba) Any Eurodollar Loan Eurocurrency Loans may be continued as such Eurocurrency Loans in the same Currency upon the expiration of the then current Interest Period with respect thereto by the Parent applicable Borrower giving notice to the Administrative Agent, in accordance with the applicable provisions of the term “Interest Period” set forth in Section subsection 1.1, of the length of the next Interest Period to be applicable to such Loans, ; provided that (i) no Eurodollar Eurocurrency Loan under a particular Facility may be continued as such when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Majority Lenders in respect of such Facility have determined in its or their sole discretion that such continuation is not appropriate and (ii) no Eurocurrency Loan may be continued as such after the date that is one month prior to permit such continuations, the Termination Date and provided, further, that if (A) the Parent applicable Borrower shall fail to give any required notice as described above in this paragraph or paragraph, such Eurocurrency Loans shall be continued on the last day of the then current Interest Period as Eurocurrency Loans with an Interest Period of one month and (B) if such continuation is not permitted pursuant to the preceding proviso (I) any such Eurocurrency Loans other than Alternate Currency Loans denominated in Dollars shall be automatically converted to ABR Base Rate Loans and (II) any such Eurocurrency Loans denominated in an Available Foreign Currency shall be deemed to be exchanged for the Equivalent amount thereof in Dollars and automatically converted to Base Rate Loans, in each case on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar outstanding Term Loans from Eurocurrency Loans to ABR Loans by giving the Administrative Agent at least three two Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided that any such conversion of Eurodollar Eurocurrency Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert outstanding Term Loans from ABR Loans to Eurodollar Eurocurrency Loans by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of conversion to Eurocurrency Loans shall specify the length of the initial Interest Period or Interest Periods therefor). Upon receipt of any such notice the Administrative Agent shall promptly notify each affected Lender thereof. All or any part of outstanding Eurocurrency Loans and ABR Loans may be converted as provided herein, provided that (i) no ABR Term Loan under a particular Facility may be converted into a Eurodollar Eurocurrency Loan when any Default or Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Required Lenders in respect of have given notice to the Borrower that no such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans conversions may not be made, and (ii) no Term Loan may be converted into a Eurocurrency Loan after the date that is one month prior to ABR Loansthe Term Loan Maturity Date. (b) Any Eurodollar Eurocurrency Loan may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving notice to the Administrative AgentAgent of the length of the next Interest Period to be applicable to such Term Loan, determined in accordance with the applicable provisions of the term “Interest Period” set forth in Section subsection 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Eurocurrency Loan under a particular Facility may be continued as such (i) when any Default or Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Required Lenders in respect of have given notice to the Borrower that no such Facility have determined in its continuations may be made or their sole discretion not (ii) after the date that is one month prior to permit such continuationsthe Term Loan Maturity Date, and provided, further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph subsection 3.2(b) or if such continuation is not permitted pursuant to the preceding proviso proviso, such Loans other than Alternate Currency Eurocurrency Loans shall be automatically converted to ABR Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice of continuation pursuant to this subsection 3.2(b), the Administrative Agent shall promptly notify each relevant affected Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar Loans to ABR Base Rate Loans by giving the Administrative Agent at least three Business Days’ (orprior irrevocable notice, substantially in the case form of Eurodollar Loans denominated in Alternate Currency that are to be continuedExhibit K, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided that any such conversion of Eurodollar Loans may only be made only on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR Base Rate Loans to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which notice shall specify the length of the initial Interest Period therefor), provided that no ABR Base Rate Loan under a particular Facility may be converted into a Eurodollar Loan (i) when any Event of Default has occurred and is continuing and the Administrative Agent has has, or the Requisite Majority Facility Lenders in respect of such Facility have have, determined in its or their sole discretion not to permit such conversionsconversions or (ii) after the date that is one month prior to the final scheduled termination or maturity date of such Facility. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans may not be converted to ABR Loans. (b) Any The Borrower may elect to continue any Eurodollar Loan may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving irrevocable notice to the Administrative Agent, in accordance with the applicable provisions of the term “Interest Period” set forth in Section 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Loan under a particular Facility may be continued as such (i) when any Event of Default has occurred and is continuing and the Administrative Agent has has, or the Requisite Majority Facility Lenders in respect of such Facility have have, determined in its or their sole discretion not to permit such continuationscontinuations or (ii) after the date that is one month prior to the final scheduled termination or maturity date of such Facility, and provided, further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso proviso, such Loans other than Alternate Currency Loans shall be converted automatically converted to ABR Base Rate Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert its Eurodollar Loans to ABR Reference Rate Loans by giving the Administrative Agent at least three Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, election by 11:00 A.M. on a Business Day; provided that any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR its Reference Rate Loans to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of conversion to Eurodollar Loans shall specify the length of the initial Interest Period Periods therefor), provided that no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. All or any part of the outstanding Eurodollar Loans consisting of Alternate Currency Revolving and Reference Rate Loans may be converted as provided herein, provided that no Loans may be converted into a Eurodollar Loan (i) when any Event of Default has occurred and is continuing and the Administrative Agent, at the request of the Required Lenders in their sole discretion, notifies the Borrower such conversions shall not be permitted, (ii) if, after giving effect thereto, Section 2.6 would be contravened, or (iii) after the date that is one month prior to the Maturity Date; provided further, that if such conversion is not permitted pursuant to the preceding proviso and the applicable Eurodollar Loan is not repaid, such Loans shall automatically be converted to ABR LoansReference Rate Loans on the last day of such then expiring Interest Period. (b) Any Eurodollar Loan Loans may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving notice to the Administrative Agent, in accordance with the applicable appropriate notification provisions of the term “Interest Period” therefor set forth in Section 1.12.5(a), of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Loan under a particular Facility may be continued as such (i) when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Required Lenders in respect of such Facility have determined in its or their sole discretion not to permit such continuationsconversions, and provided(ii) if, after giving effect thereto, Section 2.6 would be contravened, or (iii) after the date that is one month prior to the Maturity Date; provided further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph Section 2.5 or if such continuation is not permitted pursuant to the preceding proviso proviso, such Loans other than Alternate Currency Loans shall automatically be automatically converted to ABR Reference Rate Loans on the last day of such then expiring Interest Period. Upon receipt . (c) The conversion or continuation of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency as herein provided shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period constitute the making of one month in the circumstance described abovenew Loans hereunder.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar EurodollarSOFR Loans to ABR Loans by giving the Administrative Agent at least three two Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided that any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR Loans to Eurodollar EurodollarSOFR Loans by giving the Administrative Agent at least three U.S. Government Securities Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of conversion to EurodollarSOFR Loans shall specify the length of the initial Interest Period therefor). Upon receipt of any such notice the Administrative Agent shall promptly notify each Lender thereof. All or any part of outstanding EurodollarSOFR Loans and ABR Loans may be converted as provided herein, provided that (i) no ABR Loan under a particular Facility may be converted into a Eurodollar EurodollarSOFR Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Majority Lenders have determined that such a conversion is not appropriate and (ii) no Loan may be converted into a EurodollarSOFR Loan after the date that is one month prior to the Termination Date. No Multicurrency Loan or CAF Advance may be converted into or continued as a Loan denominated in respect a different currency, but instead must be prepaid in the original currency of such Facility have determined Loan and reborrowed in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans may not be converted to ABR Loansother currency. (b) Any Eurodollar Loan EurodollarSOFR Loans may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving notice to the Administrative Agent, in accordance with the applicable provisions of the term “Interest Period” set forth in Section subsection 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar EurodollarSOFR Loan under a particular Facility may be continued as such (i) when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Majority Lenders in respect of such Facility have determined in its that such a continuation is not appropriate or their sole discretion not (ii) after the date that is one month prior to permit such continuationsthe Termination Date, and provided, further, that if the Parent Borrower shall fail to give any required such notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency permitted, suchSOFR Loans shall be automatically converted to ABR Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower Company may elect from time to time to convert Eurodollar Loans to ABR Loans by giving the Administrative Agent at least three two Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided that in the event any such conversion of Eurodollar Loans may only be is not made on the last day of an Interest Period with Period, the Company shall be obligated to reimburse the Lenders in respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal thereof pursuant to or greater than such excessSection 6.14. The Parent Borrower Company may elect from time to time to convert ABR Loans to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of conversion to Eurodollar Loans shall specify the length of the initial Interest Period or Interest Periods therefor). Upon receipt of any such notice the Agent shall 41 35 promptly notify each Lender thereof. All or any part of outstanding Eurodollar Loans and ABR Loans may be converted as provided herein, provided that (i) no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Required Lenders in respect of such Facility have determined in its or their sole discretion that such a conversion is not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans appropriate and (ii) no Loan may not be converted into a Eurodollar Loan after the date that is one month prior to ABR the Termination Date or the date final payment is due on the Term Loans. (b) Any Eurodollar Loan Loans may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower Company giving notice to the Administrative Agent, in accordance with the applicable provisions of the term “"Interest Period” " set forth in Section subsection 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Loan under a particular Facility may be continued as such (i) when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Required Lenders in respect of such Facility have determined in its that such a continuation is not appropriate or their sole discretion not (ii) after the date that is one month prior to permit such continuations, the Termination Date and provided, further, that if the Parent Borrower Company shall fail to give any required such notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Loans shall be automatically converted to ABR Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Any Borrower may elect from time to time to convert Eurodollar Loans to ABR Base Rate Loans by giving the Administrative Agent at least three [three] [two] Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided that any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Any Borrower may elect from time to time to convert ABR Base Rate Loans (other than Swing Line Loans) to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of conversion to Eurodollar Loans shall specify the length of the initial Interest Period Periods therefor). Upon receipt of any such notice the Administrative Agent shall promptly notify each Lender thereof. All or any part of outstanding Eurodollar Loans and Base Rate Loans (other than Swing Line Loans) may be converted as provided herein, provided that (i) no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Required Lenders in respect of such Facility have determined in its or their sole discretion that such a conversion is not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans appropriate and (ii) no Loan may not be converted into a Eurodollar Loan after the date that is one month prior to ABR the Revolving Credit Termination Date, in the case of conversions of Revolving Credit Loans, or the Term Loan Maturity Date, in the case of conversions of Term Loans. (b) Any Eurodollar Loan may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent any Borrower giving notice to the Administrative Agent, in accordance with the applicable provisions of the term “"Interest Period” " set forth in Section 1.1, of which shall specify the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Loan under a particular Facility may be continued as such (i) when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Required Lenders in respect of such Facility have determined that such a continuation is not appropriate or (ii) after the date that is one month prior to the Revolving Credit Termination Date, in its the case of continuations of Revolving Credit Loans or their sole discretion not to permit such continuationsthe date of the Term Loan Maturity Date, in the case of continuations of Term Loans and provided, further, that if the Parent any Borrower shall fail to give any required such notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Loans shall be automatically converted to ABR Base Rate Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar Loans to ABR Base Rate Loans by giving the Administrative Agent at least three two Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided that any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR Base Rate Loans to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which notice shall specify the length of the initial Interest Period therefor), provided that no ABR Base Rate Loan under a particular Facility may be converted into a Eurodollar Loan (i) when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Required Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversionsconversions or (ii) with respect to Revolving Credit Loans, after the date that is one month prior to the final scheduled termination or maturity date of the Revolving Credit Facility and with respect to Term Loans, if any, after the date that is one month prior to the final scheduled maturity date of such Term Loans. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans may not be converted to ABR Loans. (b) Any Eurodollar Loan may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving irrevocable notice to the Administrative Agent, in accordance with the applicable provisions of the term “Interest Period” set forth in Section 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Loan under a particular Facility may be continued as such (i) when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Required Lenders in respect of such Facility have determined in its or their sole discretion not to permit such continuationscontinuations or (ii) with respect to Revolving Credit Loans, after the date that is one month prior to the final scheduled termination or maturity date of the Revolving Credit Facility and with respect to Term Loans, if any, after the date that is one month prior to the final scheduled maturity date of such Term Loans; and provided, further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Loans shall be automatically converted to ABR Base Rate Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower Subject to subsection 4.12, the Company may elect from time to time to convert Eurodollar Loans to ABR into Alternate Base Rate Loans by giving the Administrative Agent at least three Business Days’ (orirrevocable notice of such election, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noonprior to 2:00 P.M., New York City time) of such election, provided that any such at least three Business Days prior to the proposed conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excessdate. The Parent Borrower Company may elect from time to time to convert ABR all or a portion of the Alternate Base Rate Loans (other than Swing Line Loans) then outstanding to Eurodollar Loans by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must of such election, to be received by the Administrative Agent not later than 12:00 Noonprior to 2:00 P.M., New York City time) of such election (which notice shall specify , at least three Business Days prior to the length of proposed conversion date, specifying the initial Interest Period selected therefor), provided that no ABR Loan under and, unless a particular Facility may be converted into a Eurodollar Loan when any Default or Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Required Lenders in respect of have given written notice thereof to the Company, such Facility have determined in its or their sole discretion conversion shall be made on the requested conversion date or, if such requested conversion date is not to permit such conversionsa Business Day, on the next succeeding Business Day. Upon receipt of any such notice pursuant to this subsection 4.2, the Administrative Agent shall promptly notify each relevant Lender thereof. All or any part of the outstanding Loans consisting (other than Swing Line Loans) may be converted as provided herein, provided that partial conversions of Alternate Currency Revolving Base Loans may not shall be converted to ABR Loansin the aggregate principal amount of $1,000,000 or a whole multiple of $100,000 in excess thereof and the aggregate principal amount of the resulting Eurodollar Loans outstanding in respect of any one Interest Period shall be at least $2,000,000 or a whole multiple of $1,000,000 in excess thereof. (b) Any Eurodollar Loan Loans may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower Company giving notice to the Administrative Agent, in accordance with the applicable provisions of the term “Interest Period” set forth in Section subsection 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Loan under a particular Facility may be continued as such (i) when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Required Lenders in respect of have, by written notice to the Company, determined that such Facility have determined in its or their sole discretion not to permit such continuations, and provided, further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph or if such a continuation is not permitted pursuant appropriate, (ii) if, after giving effect thereto, subsection 4.1(b) would be contravened or (iii) after the date that is one month prior to the preceding proviso such Revolving Termination Date (in the case of continuations of Revolving Loans other than Alternate Currency or Additional Revolving Loans) or the Maturity Date of the Tranche B Term Loans, as applicable; provided further that, the Interest Period applicable to Converted Term Loans that are Eurodollar Loans shall be automatically converted deemed to ABR Loans commence on the last day of such then expiring Interest Period. Upon receipt of any such notice Closing Date, and the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in applicable thereto immediately prior to such conversion shall be deemed to expire on the circumstance described aboveClosing Date (it being understood that accrued interest will be due on the Closing Date with respect to such Loans).

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar Term Benchmark Loans to ABR Loans by giving the Administrative Agent at least three Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not of such election no later than 12:00 Noon, New York City time) of such election, on the Business Day preceding the proposed conversion date, provided that any such conversion of Eurodollar Term Benchmark Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR Loans to Eurodollar Term Benchmark Loans by giving the Administrative Agent at least three Business Days’ prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not of such election no later than 12:00 Noon, New York City time) of such election , on the third Business Day preceding the proposed conversion date (which notice shall specify the length of the initial Interest Period therefor), provided that no ABR Loan under a particular Facility may be converted into a Eurodollar Term Benchmark Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Required Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans may not be converted to ABR LoansLender. (b) Any Eurodollar Term Benchmark Loan may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving irrevocable notice to the Administrative Agent, in accordance with the applicable provisions of the defined term “Interest Period” set forth in Section 1.1”, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Term Benchmark Loan under a particular Facility may be continued as such when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Required Lenders in respect of such Facility have determined in its or their sole discretion not to permit such continuations, and ; provided, further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant paragraph, subject to the preceding proviso proviso, such Loans other than Alternate Currency Loans shall be automatically converted to ABR continued as Term Benchmark Loans with an Interest Period of one month on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.

Conversion and Continuation Options. (a) The Parent Borrower may elect from time to time to convert Eurodollar Eurocurrency Revolving Credit Loans denominated in Dollars to ABR Loans by giving the Administrative Agent at least three Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided that any such conversion of Eurodollar Eurocurrency Revolving Credit Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR Loans to Eurodollar Eurocurrency Revolving Credit Loans by giving the Administrative Agent at least three Business Days’ ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which election. Any such notice of conversion to Eurocurrency Revolving Credit Loans shall specify the length of the initial Interest Period or Interest Periods therefor), provided that no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. All or any part of outstanding Eurocurrency Revolving Credit Loans consisting of Alternate Currency Revolving and ABR Loans may not be converted as provided herein, provided that (i) unless the Majority Lenders otherwise consent, no Loan may be converted into a 61 55 Eurocurrency Revolving Credit Loan when any Event of Default has occurred and is continuing and (ii) no Loan may be converted into a Eurocurrency Revolving Credit Loan after the date that is one month prior to ABR Loansthe Revolving Credit Commitment Termination Date. (b) Any Eurodollar Loan Eurocurrency Standby Loans may be continued as such in the same Currency upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving notice to the Administrative Agent, in accordance with the applicable notice provisions of the term “Interest Period” set forth in Section 1.1subsection 2.3, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar such Eurocurrency Loan under a particular Facility may be continued as such (i) unless the Majority Lenders otherwise consent, when any Event of Default has occurred and is continuing and or (ii) after the Administrative Agent has date that is one month prior to the Revolving Credit Commitment Termination Date (in the case of continuations of Revolving Credit Loans) or the Requisite Lenders Term Loan Maturity Date (in respect the case of such Facility have determined in its or their sole discretion not to permit such continuations, continuations of Term Loans) and provided, further, that if the Parent Borrower shall fail to give any required such notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Eurocurrency Loans shall be automatically converted to ABR Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having continued with an Interest Period of one month in the circumstance described abovemonth.

Conversion and Continuation Options. (a) The Parent A Borrower may elect from time to time to convert Eurodollar Loans to ABR Loans by the Company giving the Administrative Agent at least three Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such electionelection on behalf of the respective Borrower, provided that any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent A Borrower may elect from time to time to convert Revolving Credit Loans or Term Loans that are ABR Loans to Eurodollar Loans by the Company giving the Administrative Agent at least three Business Days’ ' prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which on behalf of the respective Borrower. Any such notice of conversion to Eurodollar Loans shall specify the length of the initial Interest Period or Interest Periods therefor). Upon receipt of any such notice the Agent shall promptly notify each Lender thereof. All or any part of outstanding Eurodollar Loans and ABR Loans may be converted as provided herein, provided that (i) no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Loans consisting of Alternate Currency Revolving Loans (ii) no ABR Loan may not be converted into a Eurodollar Loan after the date that is one month prior to ABR Loansthe Termination Date. (b) Any Eurodollar Loan may be continued as such a Eurodollar Loan upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower Company giving notice to the Administrative AgentAgent on behalf of the respective Borrower, in accordance with the applicable provisions of the term “Interest Period” set forth in Section 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Loan under a particular Facility may be continued as such when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such continuations, and provided, further, that if the Parent Borrower shall fail to give any required notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso such Loans other than Alternate Currency Loans shall be automatically converted to ABR Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above."Interest

Conversion and Continuation Options. With respect to Revolving Credit Loans: (a) The Parent Borrower may elect from time to time to convert outstanding Eurodollar Loans (in whole or in part) to ABR Base Rate Loans by giving the Administrative Agent at least three two (2) Business Days’ (or, in the case of Eurodollar Loans denominated in Alternate Currency that are to be continued, at least four Business Days’) prior irrevocable telephonic notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election, provided that any such conversion of Eurodollar Loans may only be made on the last day of an Interest Period with respect thereto. If on any date the aggregate Dollar Equivalent principal amount of all Eurodollar Loans denominated in Alternate Currency exceeds the Euro Sublimit, one or more of the U.S. Borrowers shall promptly make a prepayment of such Eurodollar Loans (in accordance with the procedures set forth in this paragraph) in an aggregate amount equal to or greater than such excess. The Parent Borrower may elect from time to time to convert ABR outstanding Base Rate Loans (in whole or in part) to Eurodollar Loans by giving the Administrative Agent prior irrevocable notice of such election no later than 11:00 A.M., New York City time, at least three Business Days’ prior irrevocable telephonic to the proposed conversion date. Any such notice confirmed promptly in writing in form and substance as provided in Exhibit O (which telephonic notice must be received by the Administrative Agent not later than 12:00 Noon, New York City time) of such election (which notice conversion to Eurodollar Loans shall specify the length of the initial Interest Period or Interest Periods therefor), provided that no ABR Loan under a particular Facility may be converted into a Eurodollar Loan when any Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Lenders in respect of such Facility have determined in its or their sole discretion not to permit such conversions. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. All or any part of outstanding Eurodollar Loans consisting of Alternate Currency Revolving and Base Rate Loans may not be converted as provided herein, provided that (i) no Base Rate Loan may be converted into a Eurodollar Loan when any Default or Event of Default has occurred and is continuing and the Administrative Agent or the Required Lenders have determined in its or their sole discretion that such conversion is not appropriate, (ii) any such conversion may only be made if, after giving effect thereto, Section 3.3 shall not have been violated, and (iii) no Base Rate Loan may be converted into a Eurodollar Loan after the date that is one month prior to ABR Loansthe Revolving Credit Termination Date or the Term Loan Maturity Date, as applicable. (b) Any Eurodollar Loan Loans may be continued as such upon the expiration of the then current Interest Period with respect thereto by the Parent Borrower giving notice to the Administrative Agent, Agent of the length of the next Interest Period to be applicable to such Loans determined in accordance with the applicable provisions of the term “Interest Period” set forth in Section 1.1, of the length of the next Interest Period to be applicable to such Loans, provided that no Eurodollar Loan under a particular Facility may be continued as such (i) when any Default or Event of Default has occurred and is continuing and the Administrative Agent has or the Requisite Required Lenders in respect of such Facility have determined in its or their sole discretion that such continuation is not appropriate, (ii) if, after giving effect thereto, Section 3.3 would be contravened or (iii) after the date that is one month prior to permit such continuationsthe Revolving Credit Termination Date or the Term Loan Maturity Date, as applicable; and provided, further, that if the Parent Borrower shall fail to give any required such notice as described above in this paragraph or if such continuation is not permitted pursuant to the preceding proviso proviso, such Loans other than Alternate Currency Eurodollar Loans shall automatically be automatically converted to ABR Base Rate Loans on the last day of such then expiring Interest Period. Upon receipt of any such notice pursuant to this Section 3.2(b), the Administrative Agent shall promptly notify each relevant Lender thereof. Eurodollar Loans denominated in an Alternate Currency shall not be converted to an ABR Loan, but shall continue as a Eurodollar Loan having an Interest Period of one month in the circumstance described above.