Common use of Conversion of Borrowings Clause in Contracts

Conversion of Borrowings. Each Borrowing initially shall be of the type specified in the applicable Notice of Borrowing and, in the case of a LIBOR Loan, shall have an initial Interest Period as specified in such Notice of Borrowing. Thereafter, Borrower may elect to convert such Borrowing to a different type or to continue such Borrowing and, in the case of a LIBOR Loan, may elect Interest Periods therefor, all as provided in this Paragraph 2.03. Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. Notwithstanding any contrary provision of this Agreement, if an Event of Default has occurred and is continuing and Agent, at the written request of the Required Lenders, so notifies Borrower, then (A) no outstanding Borrowing may be converted to or continued as a Borrowing consisting of LIBOR Loans and (B) unless repaid, each Borrowing consisting of LIBOR Loans shall be converted to a Borrowing consisting of Base Rate Loans at the end of the Interest Period applicable thereto.

Conversion of Borrowings. Each (a) The Borrower shall have the right at any time upon prior irrevocable telephonic notice to the Administrative Agent (i) not later than 12:00 (noon), New York City time, three Business Days prior to conversion, to convert any Borrowing initially into another Type of Borrowing, followed by prompt written notice, subject in each case to the following: (i) each conversion shall be made pro rata among the Lenders in accordance with the respective principal amounts of the type specified in the applicable Notice of Borrowing and, in the case of a LIBOR Loan, shall have an initial Interest Period as specified in such Notice of Borrowing. Thereafter, Borrower may elect to convert such Borrowing to a different type or to continue such Borrowing and, in the case of a LIBOR Loan, may elect Interest Periods therefor, all as provided in this Paragraph 2.03. Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among Lenders holding the Loans comprising such the converted or continued Borrowing; (ii) if less than all the outstanding principal amount of any Borrowing shall be converted, then each resulting Borrowing shall be in an aggregate principal amount that is an integral multiple of $1,000,000 and not less than $5,000,000; provided, however, that the Loans comprising each such portion Borrower shall not be entitled to request any Borrowing that, if made, would result in more than three Borrowings outstanding hereunder at any time. For purposes of the foregoing, Borrowings having different Interest Periods, regardless of whether they commence on the same date, shall be considered a separate Borrowing. Notwithstanding Borrowings; (iii) each conversion shall be effected by each Lender and the Administrative Agent by recording for the account of such Lender the new Loan of such Lender resulting from such conversion and reducing the Loan (or portion thereof) of such Lender being converted by an equivalent principal amount; accrued interest on any contrary provision of this Agreement, if an Event of Default has occurred and is continuing and Agent, Loan (or portion thereof) being converted shall be paid by the Borrower at the written request time of the Required Lenders, so notifies Borrower, then conversion; (Aiv) no outstanding if any Borrowing may be is converted to or continued as at a Borrowing consisting of LIBOR Loans and (B) unless repaid, each Borrowing consisting of LIBOR Loans shall be converted to a Borrowing consisting of Base Rate Loans at time other than the end of the Interest Period applicable thereto, the Borrower shall pay, upon demand, any amounts due to the Lenders pursuant to Section 2.15; and (v) upon notice to the Borrower from the Administrative Agent given at the request of the Required Lenders, after the occurrence and during the continuance of a Default or Event of Default, no outstanding Loan may be converted. (b) Each notice pursuant to this Section shall be irrevocable and shall refer to this Agreement and specify (i) the identity and amount of the Borrowing that the Borrower requests be converted, (ii) the Type of Borrowing to which such Borrowing is to be converted, and (iii) the date of such conversion (which shall be a Business Day). The Administrative Agent shall advise the Lenders of any notice given pursuant to this

Conversion of Borrowings. Each Borrowing initially shall be of the type specified in the applicable Notice of Borrowing and, in the case of a LIBOR Loan, shall have an initial Interest Period as specified in such Notice of Borrowing. Thereafter, the applicable Borrower may elect to convert such Borrowing to a different type or to continue such Borrowing and, in the case of a LIBOR Loan, may elect Interest Periods therefor, all as provided in this Paragraph 2.03. The applicable Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. Notwithstanding any contrary provision of this Agreement, (A) in no event shall any Borrower be permitted to convert a Loan in one Currency into a Loan of a different Currency (as opposed to repaying such Loan and thereafter obtaining a new Loan) and (B) if an Event of Default has occurred and is continuing and Agent, at the written request of the Required Lenders, so notifies BorrowerBorrowers, then (A1) no outstanding Borrowing may be converted to or continued as a Borrowing consisting of LIBOR Loans and in Dollars, (B2) unless repaid, each Borrowing consisting of LIBOR Loans in Dollars shall be converted to a Borrowing consisting of Base Rate Loans in Dollars at the end of the Interest Period applicable theretothereto and (3) unless repaid, each Borrowing consisting of LIBOR Loans in an Alternative Currency shall be continued as a Borrowing consisting of LIBOR Loans in an Alternative Currency with an Interest Period of one month’s duration.

Conversion of Borrowings. (a) Interest Rate Conversion or Renewal. Unless an Event of Default shall ----------------------------------- have occurred and be continuing and subject to the terms and conditions of this Agreement, the Borrower shall have the right at any time or from time to time prior to the Maturity Date to convert Base Borrowings to LIBOR Borrowings and LIBOR Borrowings to Base Borrowings in the same aggregate principal amount, or to select a new Interest Period for an outstanding LIBOR Borrowing or Borrowing of Gold, provided that: (i) the Borrower shall give the Agent notice of each -------- such conversion or renewal as provided below; (ii) LIBOR Borrowings may be converted or renewed (upon at least five Business Days' notice to the Agent pursuant to a Notice of Conversion or Renewal of Interest) only on the last day of an Interest Period for such Borrowings; (iii) Borrowings of Gold may be renewed (on at least three Business Days' notice pursuant to a Notice of Conversion or Renewal of Interest from the Borrower to the Agent, which shall give at least two Business Days' notice thereof to each Bank) only on the last day of an Interest Period for such Borrowings; and (iv) Base Borrowings may be converted at any time upon two Business Days' notice to the Agent pursuant to a Notice of Conversion or Renewal of Interest in a minimum aggregate principal amount of $2,000,000. The renewal of an Interest Period for an outstanding Borrowing of Gold shall not affect the Advance Date Value for such Borrowing of Gold. Each Borrowing initially Notice of Conversion or Renewal of Interest shall specify the Borrowings to be converted or renewed, whether such Borrowings are being converted or renewed, the duration of the Interest Period selected and the date of conversion or renewal (which shall be of the type specified in the applicable Notice of Borrowing anda Business Day or, in the case of a LIBOR Loan, shall have renewal of an initial Interest Period as specified in for a Borrowing of Gold, a Business Day that is followed by a Business Day). In the event that the Borrower fails to renew any Interest Period for any LIBOR Borrowing or any Gold Borrowing before the expiration of such Notice of Borrowing. ThereafterInterest Period, Borrower may elect to convert such Borrowing to a different type or to continue such Borrowing and, in Borrowings (if LIBOR Borrowings) will be automatically converted into Base Borrowings on the case of a LIBOR Loan, may elect Interest Periods therefor, all as provided in this Paragraph 2.03. Borrower may elect different options with respect to different portions last day of the affected Borrowing, in which case each such portion shall be allocated ratably among Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. Notwithstanding any contrary provision of this Agreement, if an Event of Default has occurred and is continuing and Agent, at the written request of the Required Lenders, so notifies Borrower, then (A) no outstanding Borrowing may be converted to or continued as a Borrowing consisting of LIBOR Loans and (B) unless repaid, each Borrowing consisting of LIBOR Loans shall be converted to a Borrowing consisting of Base Rate Loans at the end of the current Interest Period applicable theretofor such Borrowings or (if Gold Borrowings) will be automatically renewed for an Interest Period of one month.

Conversion of Borrowings. A Borrower may initiate a Conversion by notifying the Administrative Agent (a "Conversion Notice") not later than 1:00 p.m. on the third Business Day before the Conversion date. The Administrative Agent shall promptly notify each Lender of the contents of each Conversion Notice and of the Lender's Loans that will result from the Conversion. A Conversion Notice shall be in substantially the form of Exhibit D and shall: * state the Conversion date, * identify each then outstanding Borrowing that is to be converted, * state the aggregate unpaid principal amount of the Loans in such outstanding Borrowings, and * state the principal amount and Interest Period (which shall not extend beyond the Maturity Date) of each Borrowing into which such outstanding Borrowings are to be converted. Each Borrowing initially resulting from a Conversion must, as to amount and Interest Period, conform to the requirements for a Borrowing comprised of Loans made on such date (as if the Loans to be converted had been prepaid, and the new Loans made, on the Conversion date), and a Conversion Notice shall be effective solely as to the resulting Borrowings that do so conform. If a Conversion Notice purports to or is effective to convert only part of the type Borrowings specified in the applicable Notice Conversion Notice, the remaining parts of Borrowing and, such Borrowings shall on the Conversion date automatically be converted into a single Base Rate Borrowing. The Borrowers shall be liable to the Lenders for any funding losses in the case accordance with Section 1.20 on any portion of a LIBOR Borrowing not converted. A Conversion of a Loan must satisfy the conditions in Section 3.2 for the making of a Loan. If part or all of a Loan is not otherwise converted by the last day of its Interest Period, it shall have an initial automatically be converted on the last day of its Interest Period as specified in such Notice of Borrowing. Thereafter, Borrower may elect to convert such Borrowing to into a different type or to continue such Borrowing and, in the case of a LIBOR Loan, may elect Interest Periods therefor, all as provided in this Paragraph 2.03. Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among Lenders holding the Loans comprising such Borrowing, and the Loans comprising each such portion shall be considered a separate Borrowing. Notwithstanding any contrary provision of this Agreement, if an Event of Default has occurred and is continuing and Agent, at the written request of the Required Lenders, so notifies Borrower, then (A) no outstanding Borrowing may be converted to or continued as a Borrowing consisting of LIBOR Loans and (B) unless repaid, each Borrowing consisting of LIBOR Loans shall be converted to a Borrowing consisting of Base Rate Loans at the end of the Interest Period applicable theretoLoan.

Conversion of Borrowings. Each Borrowing initially shall be Unless an Event of the type specified in the applicable Notice of Borrowing and, in the case of a LIBOR Loan, Default shall have an initial Interest Period as specified in such Notice of Borrowing. Thereafter, Borrower may elect occurred and be continuing and subject to convert such Borrowing to a different type or to continue such Borrowing and, in the case of a LIBOR Loan, may elect Interest Periods therefor, all as provided in this Paragraph 2.03. Borrower may elect different options with respect to different portions of the affected Borrowing, in which case each such portion shall be allocated ratably among Lenders holding the Loans comprising such Borrowing, terms and the Loans comprising each such portion shall be considered a separate Borrowing. Notwithstanding any contrary provision conditions of this Agreement, if the Borrower shall have the right at any time or from time to time prior to the Maturity Date to convert Base Borrowings to LIBOR Borrowings and LIBOR Borrowings to Base Borrowings in the same aggregate principal amount, or to select a new Interest Period for an Event outstanding LIBOR Borrowing, provided that: (i) the Borrower shall give the Lender notice of Default has occurred and is continuing and Agent, at the written request of the Required Lenders, so notifies Borrower, then each such conversion or renewal as provided below; (Aii) no outstanding Borrowing LIBOR Borrowings may be converted or renewed (upon at least five (5) Business Days' notice to the Lender pursuant to a Notice of Conversion or continued as a Borrowing consisting Renewal of LIBOR Loans and Interest) only on the last day of an Interest Period for such Borrowings; (Biii) unless repaid, each Borrowing consisting of LIBOR Loans shall Base Borrowings may be converted at any time upon two (2) Business Days' notice to the Lender pursuant to a Borrowing consisting Notice of Base Rate Loans at Conversion or Renewal of Interest in a minimum aggregate principal amount of one million dollars ($1,000,000). Each Notice of Conversion or Renewal of Interest shall specify the end Borrowings to be converted or renewed, whether such Borrowings are being converted or renewed, the duration of the Interest Period applicable theretoselected and the date of conversion or renewal (which shall be a Business Day). In the event that the Borrower fails to renew any Interest Period for any LIBOR Borrowing before the expiration of such Interest Period, such Borrowing will be automatically converted into a Base Borrowing on the last day of the then current Interest Period for such Borrowing.