Common use of Interest and Interest Payment Dates Clause in Contracts

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower shall have the option (the “LIBOR Option”) to have interest on all or a portion of the Advances be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period), (ii) the occurrence of an Event of Default in consequence of which Lender has elected to accelerate the maturity of all or any portion of the Obligations, or (iii) termination of this Agreement pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower the Borrowers shall have the option option, subject to Section 2.13(b) below (the “LIBOR SOFR Option”) to have interest on all or a portion of the Advances Revolving Loans be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a Term SOFR Loan, or upon continuation of a Term SOFR Loan as a Term SOFR Loan) at a rate of interest based upon the LIBOR RateTerm SOFR. Interest on LIBOR Rate Term SOFR Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto thereto; provided, that subject to the following clauses (provided that ii) and (iii), in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months(3) months in duration, interest on such LIBOR Rate Loan also shall be payable at three (3) month intervals after the commencement of the applicable Interest Period and on the date that is three months after the beginning last day of such Interest Period), (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower Borrowers have properly has exercised the LIBOR SOFR Option with respect thereto, the interest rate applicable to such LIBOR Rate Term SOFR Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, at the written election of the Required Lenders, no Borrower no longer shall have the option to request that Advances any Revolving Loans bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderTerm SOFR.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Prime Rate, Borrower Borrowers shall have the option (the “LIBOR Option”) to have interest on all or a portion of the Advances be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period Payment Date applicable thereto (provided that in the case of any Interest Period for any to LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)Loans, (ii) the occurrence of an Event of Default in consequence of which Lender has the Required Lenders or Agent on behalf thereof have elected to accelerate the maturity of all or any portion of the Obligations, or (iii) termination of this Agreement pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Administrative Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Prime Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower Borrowers no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender Agent shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans at the end of the applicable Interest Period to the rate then applicable to Base Prime Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower shall have the option (the “LIBOR Option”) to have interest on all or a portion of the Advances be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)thereto, (ii) the occurrence of an Event of Default in consequence of which Lender has elected to accelerate the maturity of all or any portion of the Obligations, or (iii) termination of this Agreement pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option (the “LIBOR Option”) to have interest on all or a portion of the Advances be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto thereto, (provided that provided, however, that, subject to the following clauses (ii) and (iii), in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months3 months in duration, interest on such LIBOR Rate Loan also shall be payable at 3 month intervals after the commencement of the applicable Interest Period and on the date that is three months after the beginning last day of such Interest Period), (ii) the occurrence of an Event of Default in consequence of which Lender has the Required Lenders or Agent on behalf thereof have elected to accelerate the maturity of all or any portion of the Obligations, or (iii) termination of this Agreement pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Administrative Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower Borrowers no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender Agent shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower shall have the option (the “"LIBOR Option”") to have interest on all or a portion of the Advances or the Term Loan be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any if such Interest Period for any LIBOR Rate Loan which is greater than three 1, 2 or 3 months, interest on such LIBOR Rate Loan also shall be payable or on the date that is three months after last day of the beginning third month and the last day of the six month of the Interest Period if such Interest Period)Period applicable thereto is a 6 month period, (ii) the occurrence of an Event of Default in consequence of which Lender has elected to accelerate the maturity of all or any portion of the Obligations, or (iii) termination of this Agreement pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower no longer shall have the option to request that Advances or the Term Loan bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower shall have the option (the “"LIBOR Option”") to have interest on all or a portion of the Advances Advances, Term ------------ Loan or Capital Expenditure Loans be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)thereto, (ii) the occurrence of an Event of Default in consequence of which Lender has elected the Required Lenders or Agent on behalf thereof elect to accelerate the maturity of all or any portion of the Obligations, or (iii) termination of this Agreement pursuant to the terms hereof, or (iv) the first day of each month that such LIBOR Rate Loan is outstanding. On the last day of each applicable Interest Period, unless Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower no longer shall have the option to request that Advances or Capital Expenditure Loans or portions of the Term Loan bear interest at a rate based upon the LIBOR Rate and Lender Agent shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option option, subject to Section 2.12(b) below (the “LIBOR Option”) to have interest on all or a portion of the Advances Revolving Loans be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a LIBOR Rate Loan, or upon continuation of a LIBOR Rate Loan as a LIBOR Rate Loan) at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto thereto; provided, that, subject to the following clauses (provided that ii) and (iii), in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months(3) months in duration, interest on such LIBOR Rate Loan also shall be payable at three (3) month intervals after the commencement of the applicable Interest Period and on the date that is three months after the beginning last day of such Interest Period), (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless a Borrower has properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan shall automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower continuing Borrowers no longer shall have the option to request that Advances Revolving Loans bear interest at a rate based upon the LIBOR Rate and Lender Rate. This Section shall have the right not apply to convert the interest rate on all outstanding LIBOR Rate Swingline Loans to the rate then applicable to Base Rate Loans hereunderor Extraordinary Advances, which may not be so converted or continued.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option option, subject to Section 2.12(b) below (the “LIBOR Option”) to have interest on all or a portion of the Advances be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a LIBOR Rate Loan, or upon continuation of a LIBOR Rate Loan as a LIBOR Rate Loan) at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period), thereto; (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower Borrowers properly has have exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower at the written request of the Required Lenders, Borrowers no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderRate.

Interest and Interest Payment Dates. In Unless otherwise provided in this Agreement, in lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option (the “LIBOR Option”) to have interest on all or a portion of the Advances Loans be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans (other than L/C Facility B Advances that are LIBOR Rate Loans) shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that and, in the case of any Interest Period for any LIBOR Rate Loan which is greater with an Interest Period longer than three (3) months, the date that interest on would have been payable if such LIBOR Rate Loan also shall be payable on the date that is had an Interest Period of three months after the beginning of such Interest Period)(3) months, (ii) the occurrence of an Event of Default in consequence of which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations has been accelerated, or (iii) termination of this Agreement pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Administrative Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such Loans that are LIBOR Rate Loan Loans automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower Borrowers no longer shall have the option to request that Advances Loans bear interest at a rate based upon the LIBOR Rate and Lender Administrative Agent with respect to the Revolver Facility, and Lead Arranger with respect to the L/C Facility B, shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderhereunder (plus any applicable default rate payable pursuant to Section 2.5(c)).

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower shall have the option (the “LIBOR Option”) to have interest on all or a portion of the Advances be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in or if the case of any Interest Period for any LIBOR Rate Loan which is greater longer than three 3 months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after last day of the beginning third month of such Interest Period and on the last day of such Interest Period), (ii) the occurrence of an Event of Default in consequence of which Lender has the Required Lenders or Agent on behalf thereof have elected to accelerate the maturity of all or any portion of the Obligations, or (iii) termination of this Agreement pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender Agent shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option option, subject to Section 2.13(b) below (the “LIBOR Option”) to have interest on all or a portion of the Advances be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a LIBOR Rate Loan, or upon continuation of a LIBOR Rate Loan as a LIBOR Rate Loan) at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)thereto, (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower Borrowers properly has have exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuingcontinuing at the written election of the Required Lenders, Borrower Borrowers no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderRate.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option (the “"LIBOR Option”") to have interest on all or a portion of the Advances be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of as follows: (i) on the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period), thereto; (ii) upon the occurrence of an Event of Default in consequence of which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations (provided, that Lender shall not accelerate any LIBOR Rate Loans unless all Base Rate Loans are or have been accelerated); or (iii) upon termination of this Agreement pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Administrative Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower Borrowers no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option option, subject to Section 2.12(b) below (the “LIBOR "SOFR Option”") to have interest on all or a portion of the Advances Term Loan be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a SOFR Loan, or upon continuation of a SOFR Loan as a SOFR Loan) at a rate of interest based upon the LIBOR RateTerm SOFR. Interest on LIBOR Rate SOFR Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto thereto; provided, that subject to the following clauses (provided that ii) and (iii), in the case of any Interest Period for any LIBOR Rate Loan which is greater than three monthsmonths in duration, interest on such LIBOR Rate Loan also shall be payable at three month intervals after the commencement of the applicable Interest Period and on the date that is three months after the beginning last day of such Interest Period), (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower Borrowers have properly has exercised the LIBOR SOFR Option with respect thereto, the interest rate applicable to such LIBOR Rate SOFR Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower at the written election of Agent or the Required Lenders, Borrowers no longer shall have the option to request that Advances any portion of the Term Loan bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderTerm SOFR.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option option, subject to Section 2.12(b) below (the “LIBOR Option”) to have interest on all or a portion of the Advances Revolving Loans be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a LIBOR Rate Loan or LIBOR Index Rate Loan, or upon continuation of a LIBOR Rate Loan as a LIBOR Rate Loan) at a rate of interest based upon the LIBOR Rate or LIBOR Index Rate, as applicable. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto thereto; provided, that subject to the following clauses (provided that ii) and (iii), in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months(3) months in duration, interest on such LIBOR Rate Loan also shall be payable at three (3) month intervals after the commencement of the applicable Interest Period and on the date that is three months after the beginning last day of such Interest Period), (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower Borrowers have properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower at the written election of Administrative Agent or the Required Lenders, Borrowers no longer shall have the option to request that Advances Revolving Loans bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding or LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderIndex Rate.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option option, subject to Section 2.17(b) below (the “LIBOR SOFR Option”) to have interest on all or a portion of the Advances Revolving Loans be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a SOFR Loan, or upon continuation of a SOFR Loan as a SOFR Loan) at a rate of interest based upon the LIBOR RateAdjusted Term SOFR. Interest on LIBOR Rate SOFR Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)thereto, (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower Borrowers have properly has exercised the LIBOR SOFR Option with respect thereto, the interest rate applicable to such LIBOR Rate SOFR Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower continuing Borrowers no longer shall have the option to request that Advances Revolving Loans bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderAdjusted Term SOFR.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Prime Rate, Borrower shall have the option (the “"LIBOR Option”") to have interest on all or a portion of Term Loan A (commencing as of April 1, 2004), Term Loan B, and the Advances be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (iI) the last day of each calendar month during the term of each LIBOR Rate Loan, (ii) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)thereto, (iiiii) the occurrence of an Event of Default in consequence of which Lender has elected the Bank elects to accelerate the maturity of all or any portion of the Obligations, or (iiiiv) April 1, 2008, with respect to the LIBOR Rate Loans or the termination of this Agreement pursuant to the terms hereofhereof with respect to all then outstanding LIBOR Rate Loans. On the last day of each applicable Interest Period, unless Borrower properly has exercised the a new LIBOR Option or conversion to a Prime Rate Loan with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base continue as another LIBOR Rate Loans of Loan for the same type hereunderInterest Period as the LIBOR Rate Loan that just matured. At any time that an Event of Default has occurred and is continuing, Borrower no longer shall have the option to request that Term Loan A, Term Loan B, or any of the Advances bear interest at a rate based upon the LIBOR Rate and Lender Bank shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Prime Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower the applicable Borrowers shall have the option option, subject to Section 2.13(b) below (the “LIBOR Option”) to have interest on all or a portion of the Advances Revolving Loans be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan or an Australian Base Rate Loan to a LIBOR Rate Loan, or upon continuation of a LIBOR Rate Loan as a LIBOR Rate Loan) at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto thereto; provided, that, subject to the following clauses (provided that ii) and (iii), in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months3 months in duration, interest on such LIBOR Rate Loan also shall be payable at 3 month intervals after the commencement of the applicable Interest Period and on the date that is three months after the beginning last day of such Interest Period), (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower Borrowers have properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, at the written election of the Required Lenders, no Borrower no longer shall have the option to request that Advances any Revolving Loans bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderRate.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower shall have the option (the “"LIBOR Option”OPTION") to have interest on all or a portion of the Advances be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)thereto, (ii) the occurrence of an Event of Default in consequence of which Lender has elected to accelerate the maturity of all or any portion of the Obligations, (iii) the last day of the third month of the Interest Period applicable thereto, or (iiiiv) termination of this Agreement pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower shall have the option option, subject to Section 2.12(b) below (the “"LIBOR Option”") to have interest on all or a portion of the Advances Revolving Loans be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a LIBOR Rate Loan, or upon continuation of a LIBOR Rate Loan as a LIBOR Rate Loan) at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable in arrears on the earliest of (i) the first day of each month, (ii) the last day of the Interest Period applicable thereto thereto, (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on iii) the date that is three months after the beginning of such Interest Period), (ii) the occurrence of an Event of Default in consequence of on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iiiiv) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower no longer shall have the option to request that Advances Revolving Loans bear interest at a rate based upon the LIBOR Rate. The parties hereto agree that all interest periods with respect to "Eurodollar Rate Loans" under the Second Amended Loan Agreement in existence as of the Closing Date shall be deemed for all purposes to be Interest Periods selected under this Agreement for a like period, commencing and Lender shall have ending on the right to convert same dates as the existing interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderperiods.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option option, subject to Section 2.12(b) below (the “LIBOR Option”) to have interest on all or a portion of the Advances Revolving Loans, the Term Loan A or the Term Loan B be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a LIBOR Rate Loan, or upon continuation of a LIBOR Rate Loan as a LIBOR Rate Loan) at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto thereto; provided, that, subject to the following clauses (provided that ii) and (iii), in the case of any Interest Period for any LIBOR Rate Loan which is greater than three monthsmonths in duration, interest on such LIBOR Rate Loan also shall be payable at three month intervals after the commencement of the applicable Interest Period and on the date that is three months after the beginning last day of such Interest Period), (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower Borrowers have properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower continuing Borrowers no longer shall have the option to request that Advances Revolving Loans bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderRate.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option (the “"LIBOR Option”") to have interest on all or a portion of the Advances or Term Loan be charged at a rate of interest based upon the LIBOR Rate; provided that the Borrowers shall not have the option to have interest charged at a rate of interest based upon the LIBOR Rate on any portion of the Term Loan for any period prior to April 14, 2004 or if Liquidity is less than $30,000,000 for any time period. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)thereto, (ii) the occurrence of an Event of Default in consequence of which Lender has the Required Lenders or Agent on behalf thereof have elected to accelerate the maturity of all or any portion of the Obligations, or (iii) termination of this Agreement pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Administrative Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower Borrowers no longer shall have the option to request that Advances or any portion of the Term Loan bear interest at a rate based upon the LIBOR Rate and Lender Agent shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower shall have the option (the “LIBOR Option”) to have interest on all or a portion of the Advances to be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that provided, however, that, subject to the following clauses (ii) and (iii), in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months3 months in duration, interest on such LIBOR Rate Loan also shall be payable at 3 month intervals after the commencement of the applicable Interest Period and on the date that is three months after the beginning last day of such Interest Period), (ii) the occurrence of an Event of Default in consequence of which Lender has elected to accelerate the maturity of all or any portion of the Obligations, or (iii) termination of this Agreement pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower no longer shall have the option to request that the Advances bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option (the “LIBOR Option”) to have interest on all or a portion of the Advances be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of as follows: (i) on the last day of the Interest Period applicable thereto (provided that in the case of any thereto, or if an Interest Period for any LIBOR Rate Loan which is greater than three months90 days, interest on such LIBOR Rate Loan also shall be payable on at the date that is three months after expiration of each 90-day period occurring within the beginning Interest Period as well as at the expiration of such the Interest Period), ; (ii) upon the occurrence of an Event of Default in consequence of which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations (provided, that Lender shall not accelerate any LIBOR Rate Loans unless all Base Rate Loans are or have been accelerated); or (iii) upon termination of this Agreement pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Administrative Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower Borrowers no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower US Borrowers shall have the option option, subject to Section 2.12(b) below (the “LIBOR SOFR Option”) to have interest on all or a portion of the Advances US Revolving Loans be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a SOFR Loan, or upon continuation of a SOFR Loan as a SOFR Loan) at a rate of interest based upon the LIBOR RateAdjusted Term SOFR. Interest on LIBOR Rate SOFR Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (thereto; provided that subject to the following clauses (ii) and (iii), in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months(3) months in duration, interest on such LIBOR Rate Loan also shall be payable at three (3) month intervals after the commencement of the applicable Interest Period and on the date that is three months after the beginning last day of such Interest Period), (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On With respect to any US Revolving Loan, on the last day of each applicable Interest Period, unless Borrower US Borrowers have properly has exercised the LIBOR SOFR Option with respect thereto, the interest rate applicable to such LIBOR Rate SOFR Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower Borrowers no longer shall have the option to request that Advances Revolving Loans bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderAdjusted Term SOFR.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option option, subject to Section 2.12(b) below (the “LIBOR SOFR Option”) to have interest on all or a portion of the Revolving Loans or the Capex Advances be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a SOFR Loan, or upon continuation of a SOFR Loan as a SOFR Loan) at a rate of interest based upon the LIBOR RateAdjusted Term SOFR. Interest on LIBOR Rate SOFR Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto thereto; provided, that subject to the following clauses (provided that ii) and (iii), in the case of any Interest Period for any LIBOR Rate Loan which is greater than three monthsmonths in duration, interest on such LIBOR Rate Loan also shall be payable at three month intervals after the commencement of the applicable Interest Period and on the date that is three months after the beginning last day of such Interest Period), (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower Borrowers have properly has exercised the LIBOR SOFR Option with respect ​ thereto, the interest rate applicable to such LIBOR Rate SOFR Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuingcontinuing and Borrowers shall have received any notice required pursuant to Section 2.12(b)(i), Borrower Borrowers no longer shall have the option to request that Revolving Loans or any portion of the Capex Advances bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderAdjusted Term SOFR.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Reference Rate, the Administrative Borrower shall have the option (the “LIBOR Option”) to have interest on all or a portion of the Advances Loans be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable in the Applicable Currency on the earliest of (iA) the last day of the Interest Period applicable thereto thereto; provided, however, that, subject to the following clauses (provided that B) and (C), in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months3 months in duration, interest on such LIBOR Rate Loan also shall be payable at 3 month intervals after the commencement of the applicable Interest Period and on the date that is three months after the beginning last day of such Interest Period), (iiB) the occurrence of an Event of Default in consequence of which Lender has elected the Required Lenders or Collateral Agent on behalf thereof elect to accelerate the maturity of all or any portion of the Obligations, or (iiiC) termination of this Agreement pursuant to the terms hereof. On the last day of each applicable Interest Period, unless the Administrative Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Reference Rate Loans of the same type hereunder. At the direction of the Required Lenders at any time that an Event of Default has occurred and is continuing, the Administrative Borrower no longer shall have the option to request that Advances Loans bear interest at a rate based upon the LIBOR Rate and Lender Administrative Agent shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Reference Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option option, subject to Section 2.12(b) below (the “LIBOR SOFR Option”) to have interest on all or a portion of the Advances be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a SOFR Loan, or upon continuation of a SOFR Loan as a SOFR Loan) at a rate of interest based upon the LIBOR RateAdjusted Term SOFR. Interest on LIBOR Rate SOFR Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto thereto; provided, that subject to the following clauses (provided that ii) and (iii), in the case of any Interest Period for any LIBOR Rate Loan which is greater than three monthsmonths in duration, interest on such LIBOR Rate Loan also shall be payable at three month intervals after the commencement of the applicable Interest Period and on the date that is three months after the beginning last day of such Interest Period), (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower Borrowers have properly has exercised the LIBOR SOFR Option with respect thereto, the interest rate applicable to such LIBOR Rate SOFR Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower Borrowers no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderAdjusted Term SOFR.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option (the “LIBOR Option”) to have interest on all or a portion of the Advances or the Term Loan be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a LIBOR Rate Loan, or upon continuation of a LIBOR Rate Loan as a LIBOR Rate Loan) at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)thereto, (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Administrative Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower Borrowers no longer shall have the option to request that Advances or the Term Loan bear interest at a rate based upon the LIBOR Rate and Lender Agent shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Reference Rate, Borrower shall have the option (the “"LIBOR Option”") to have interest on all or a portion of the Advances Obligations (other than Obligations incurred pursuant to Section 2.2 above) to be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)thereto, (ii) the occurrence of an Event of Default in consequence of which Lender Foothill has elected to accelerate the maturity of all or any portion of the Obligations, or (iii) termination of this Agreement pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Reference Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower no longer shall have the option to request that Advances Obligations bear interest at a rate based upon the LIBOR Rate and Lender Foothill shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Reference Rate Loans as more fully set forth in Section 2.4(b) hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower shall have the option option, subject to Section 2.12(b) below (the “LIBOR Option”) to have interest on all or a portion of the Advances or the Term Loan be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a LIBOR Rate Loan, or upon continuation of a LIBOR Rate Loan as a LIBOR Rate Loan) at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)thereto, (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations become due and payable pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, continuing Borrower no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderRate.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option (the “"LIBOR Option”OPTION") to have interest on all or a portion of the Advances or the Term Loan be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a LIBOR Rate Loan, or upon continuation of a LIBOR Rate Loan as a LIBOR Rate Loan) at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)thereto, (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Administrative Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower Borrowers no longer shall have the option to request that Advances or the Term Loan bear interest at a rate based upon the LIBOR Rate and Lender Agent shall have the right at the end of the applicable Interest Period for each LIBOR Rate Loan to convert the interest rate on all outstanding such LIBOR Rate Loans Loan to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower shall have the option option, subject to Section 2.12(b) below (the “LIBOR Option”) to have interest on all or a portion of the Advances Revolving Loans be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a LIBOR Rate Loan, or upon continuation of a LIBOR Rate Loan as a LIBOR Rate Loan) at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)thereto, (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, at the written election of the Required Lenders, Borrower no longer shall have the option to request that Advances Revolving Loans bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderRate.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower shall have the option option, subject to Section 2.12(b) below (the “LIBOR Option”) to have interest on all or a portion of the Advances be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a LIBOR Rate Loan, or upon continuation of a LIBOR Rate Loan as a LIBOR Rate Loan) at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period), thereto; (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderRate.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower shall have the option option, subject to Section 2.11(b) below (the “LIBOR Option”) to have interest on all or a portion of the Advances Term Loan be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a LIBOR Rate Loan, or upon continuation of a LIBOR Rate Loan as a LIBOR Rate Loan) at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last first day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period), month; (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, at the written election of the Required Lenders, Borrower no longer shall have the option to request that Advances Term Loan bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderRate.

Interest and Interest Payment Dates. In lieu of having interest on any Advance charged at the a rate based upon the Base Rate, Borrower Borrowers shall have the option (the “LIBOR Option”) to have interest on all or a portion of the Advances or the Term Loan be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a LIBOR Rate Loan, or upon continuation of a LIBOR Rate Loan as a LIBOR Rate Loan) at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto thereto, (provided that provided, however, that, subject to the following clauses (ii) and (iii), in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months3 months in duration, interest on such LIBOR Rate Loan also shall be payable at 3 month intervals after the commencement of the applicable Interest Period and on the date that is three months after the beginning last day of such Interest Period), (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Administrative Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower Borrowers no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender Agent shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans (other than Term Loan) to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower shall have the option (the “LIBOR Option”) to have interest on all or a portion of the Advances be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that provided, however, that, subject to the following clauses (ii) and (iii), in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months3 months in duration, interest on such LIBOR Rate Loan also shall be payable at 3 month intervals after the commencement of the applicable Interest Period and on the date that is three months after the beginning last day of such Interest Period), (ii) the occurrence of an Event of Default in consequence of which Lender has the Required Lenders or Agent on behalf thereof have elected to accelerate the maturity of all or any portion of the Obligations, or (iii) termination of this Agreement pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender Agent shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower shall have the option (the “"LIBOR Option”") to have interest on all or a portion of the Advances ------------ be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)thereto, (ii) the occurrence and continuance of an Event of Default in consequence of which Lender has elected to accelerate the maturity of all or any portion of the Obligations, or (iii) termination of this Agreement pursuant to the terms hereof, or (iv) the first day of each month that such LIBOR Rate Loan is outstanding. On the last day of each applicable Interest Period, unless Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option option, subject to Section 2.12(b) below (the “LIBOR Option”) to have interest on all or a portion of the Advances Revolving Loans be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a LIBOR Rate Loan, or upon continuation of a LIBOR Rate Loan as a LIBOR Rate Loan) at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)thereto, (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower Borrowers have properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower at the written election of the Required Lenders, Borrowers no longer shall have the option to request that Advances Revolving Loans bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderRate.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option (the “"LIBOR Option”") to have interest on all or a portion of the Advances be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)thereto, (ii) the occurrence of an Event of Default in consequence of which Lender has elected to accelerate the maturity of all or any portion of the Obligations, or and (iii) termination of this Agreement pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Administrative Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower Borrowers no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower shall have the option option, subject to Section 2.12(b) below (the “LIBOR Option”) to have interest on all or a portion of the Advances or the Term Loan be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a LIBOR Rate Loan, or upon continuation of a LIBOR Rate Loan as a LIBOR Rate Loan) at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period), thereto; (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, at the written election of the Required Lenders, Borrower no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderRate.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option option, subject to Section 2.12(b) below (the “LIBOR "SOFR Option”") to have interest on all or a portion of the Advances Revolving Loans be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a SOFR Loan, or upon continuation of a SOFR Loan as a SOFR Loan) at a rate of interest based upon the LIBOR RateAdjusted Term SOFR. Interest on LIBOR Rate SOFR Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto thereto; provided, that subject to the following clauses (provided that ii) and (iii), in the case of any Interest Period for any LIBOR Rate Loan which is greater than three monthsmonths in duration, interest on such LIBOR Rate Loan also shall be payable at three month intervals after the commencement of the applicable Interest Period and on the date that is three months after the beginning last day of such Interest Period), (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower Borrowers have properly has exercised the LIBOR SOFR Option with respect thereto, the interest rate applicable to such LIBOR Rate SOFR Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower continuing Borrowers no longer shall have the option to request that Advances Revolving Loans bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderAdjusted Term SOFR.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower shall have the option (the “"LIBOR Option”") to have interest on all or a portion of the Advances be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)thereto, (ii) the occurrence of an Event of Default in consequence of which Lender has elected the Required Lenders or Agent on behalf thereof elect to accelerate the maturity of all or any portion of the Obligations, or (iii) termination of this Agreement pursuant to the terms hereof, or (iv) the first day of each month that such LIBOR Rate Loan is outstanding. On the last day of each applicable Interest Period, unless Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender Agent shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option (the “"LIBOR Option”") to have interest on all or a portion of the Advances or the Term Loans be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a LIBOR Rate Loan, or upon continuation of a LIBOR Rate Loan as a LIBOR Rate Loan) at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)thereto, (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Administrative Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower Borrowers no longer shall have the option to request that Advances or the Term Loans bear interest at a rate based upon the LIBOR Rate and Lender Agent shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option (the “"LIBOR Option”") to have interest on all or a portion of the Advances be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that thereto, and in the case of addition, with respect to any Interest Period for any LIBOR Rate Loan which is greater than three of 6 months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning first day of such the Interest Period)Period applicable thereto, (ii) the occurrence of an Event of Default in consequence of which Lender has the Required Lenders or Agent on behalf thereof have elected to accelerate the maturity of all or any portion of the Obligations, or (iii) termination of this Agreement pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Administrative Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower Borrowers no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender Agent shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option option, subject to Section 2.12(b) below (the “LIBOR Option”) to have interest on all or a portion of the Advances be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a LIBOR Rate Loan, or upon continuation of a LIBOR Rate Loan as a LIBOR Rate Loan) at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period), thereto; (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower Borrowers have properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower Borrowers no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderRate.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option option, subject to Section 2.12(b) below (the “"LIBOR Option”") to have interest on all or a portion of the Advances be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a LIBOR Rate Loan, or upon continuation of a LIBOR Rate Loan as a LIBOR Rate Loan) at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)thereto, (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower Borrowers have properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower Borrowers no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderRate.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower shall have the option (the “LIBOR Option”) to have interest on all or a portion of the Advances or the Term Loan be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)thereto, (ii) the occurrence of an Event of Default in consequence of which Lender has elected the Required Lenders or Agent on behalf thereof elect to accelerate the maturity of all or any portion of the Obligations, or (iii) termination of this Agreement pursuant to the terms hereof, or (iv) the first day of each month that such LIBOR Rate Loan is outstanding. On the last day of each applicable Interest Period, unless Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower no longer shall have the option to request that Advances or the Term Loan bear interest at a rate based upon the LIBOR Rate and Lender Agent shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower shall have the option (the “"LIBOR Option”") to have interest on all or a portion of the Advances be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)thereto, (ii) the occurrence of an Event of Default in consequence of which Lender has elected to accelerate the maturity of all or any portion of the Obligations, or (iii) termination of this Agreement pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower the applicable Borrowers shall have the option option, subject to Section 2.13(b) below (the “LIBOR Option”) to have interest on all or a portion of the Advances Revolving Loans be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan or an Australian Base Rate Loan to a LIBOR Rate Loan, or upon continuation of a LIBOR Rate Loan as a LIBOR Rate Loan) at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i%4) the last day of the Interest Period applicable thereto thereto; provided, that, subject to the following clauses (provided that ii) and (iii), in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months3 months in duration, interest on such LIBOR Rate Loan also shall be payable at 3 month intervals after the commencement of the applicable Interest Period and on the date that is three months after the beginning last day of such Interest Period), (ii%4) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower Borrowers have properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, at the written election of the Required Lenders, no Borrower no longer shall have the option to request that Advances any Revolving Loans bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderRate.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option option, subject to Section 2.12(b) below (the “LIBOR LIBORSOFR Option”) to have interest on all or a portion of the Advances Revolving Loans be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a LIBOR RateSOFR Loan, or upon continuation of a LIBOR RateSOFR Loan as a LIBOR RateSOFR Loan) at a rate of interest based upon the LIBOR RateRateTerm SOFR. Interest on LIBOR Rate RateSOFR Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto thereto; provided, that subject to the following clauses (provided that ii) and (iii), in the case of any Interest Period for any LIBOR Rate Loan which is greater than three monthsmonths in duration, interest on such LIBOR Rate Loan also shall be payable at three month intervals after the commencement of the applicable Interest Period and on the date that is three months after the beginning last day of such Interest Period), (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower Borrowers have properly has exercised the LIBOR LIBORSOFR Option with respect thereto, the interest rate applicable to such LIBOR Rate RateSOFR Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower Borrowers no longer shall have the option to request that Advances Revolving Loans bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.RateTerm SOFR. -152- LEGAL_US_W # 114834644.8114834644.17

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option (the “LIBOR Option”) to have interest on all or a portion of the Advances made on or after the Revolver Increase Date be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto thereto, (provided that provided, however, that, subject to the following clauses (ii) and (iii), in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months3 months in duration, interest on such LIBOR Rate Loan also shall be payable at 3 month intervals after the commencement of the applicable Interest Period and on the date that is three months after the beginning last day of such Interest Period), (ii) the occurrence of date on which an Event of Default in consequence occurs, at the election of which Lender has elected to accelerate the maturity of all or any portion of the ObligationsAgent, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Administrative Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Advances that are Base Rate Loans of the same type hereunderLoans. At any time that an Event of Default has occurred and is continuing, Borrower Borrowers no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender Agent shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Advances that are Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Reference Rate, the Borrower shall have the option (the “LIBOR Option”) to have interest on all or a portion of the Advances Loans be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (iA) the last day of the Interest Period applicable thereto thereto; provided, however, that, subject to the following clauses (provided that B) and (C), in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months3 months in duration, interest on such LIBOR Rate Loan also shall be payable at 3 month intervals after the commencement of the applicable Interest Period and on the date that is three months after the beginning last day of such Interest Period), (iiB) the occurrence of an Event of Default in consequence of which Lender has elected the Required Lenders or Collateral Agent on behalf thereof elect to accelerate the maturity of all or any portion of the Obligations, or (iiiC) termination of this Agreement pursuant to the terms hereof. Interest at the Post-Default Rate shall be payable on demand. On the last day of each applicable Interest Period, unless the Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Reference Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, the Borrower no longer shall have the option to request that Advances Loans bear interest at a rate based upon the LIBOR Rate and Lender Administrative Agent shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Reference Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option (the “"LIBOR Option”") to have interest on all or a portion of the Advances be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)thereto, (ii) the occurrence of an Event of Default in consequence of which Lender has elected the Required Lenders or Agent on behalf thereof elect to accelerate the maturity of all or any portion of the Obligations, or (iii) termination of this Agreement pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Administrative Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower Borrowers no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender Agent shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option (the “"LIBOR Option”") to have interest on all or a portion of the Advances be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)thereto, (ii) the occurrence of an Event of Default in consequence of which Lender has elected the Required Lenders or Agent on behalf thereof elect to accelerate the maturity of all or any portion of the Obligations, Obligations or (iii) termination of this Agreement pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Administrative Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower Borrowers no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender Agent shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Reference Rate, Borrower shall have the option (the “LIBOR Option”) to have interest on all or a portion of the Advances Term Loans be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto thereto, (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on ii) the date that is three months one month after the beginning commencement of such the applicable Interest Period), (iiiii) the occurrence of an Event of Default in consequence of which Lender has elected the Required Lenders or Agent on behalf thereof elect to accelerate the maturity of all or any portion of the Obligations, or (iiiiv) termination of this Agreement pursuant to the terms hereof. On the last day of each applicable Interest PeriodPeriod in respect of a LIBOR Rate Loan, unless Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Reference Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, at the election of the Agent or Required Lenders, Borrower no longer shall have the option to request that Advances Term Loans bear interest at a rate based upon the LIBOR Rate and Lender Agent shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Reference Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option option, subject to Section 2.12(c) below (the “LIBOR Option”) to have interest on all or a portion of the Advances Term Loan or the Revolving Loans be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a LIBOR Rate Loan, or upon continuation of a LIBOR Rate Loan as a LIBOR Rate Loan) at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto thereto; provided, that, subject to the following clauses (provided that ii) and (iii), in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months3 months in duration, interest on such LIBOR Rate Loan also shall be payable at 3 month intervals after the commencement of the applicable Interest Period and on the date that is three months after the beginning last day of such Interest Period), (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower Borrowers properly has have exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the a rate of interest then applicable to the Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower shall have the option (the “"LIBOR Option”") to have interest on all or a portion of the Advances be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)thereto, (ii) the occurrence of an Event of Default in consequence of which Lender has elected to accelerate the maturity of all or any portion of the Obligations, or (iii) termination of this Agreement pursuant to the terms hereof; provided that with respect to Interest Periods of 6 months, interest shall also be payable on first day of each month during such Interest Period. On the last day of each applicable Interest Period, unless Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderhereunder so long as Borrower is not charged for any Funding Losses as a result thereof.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option option, subject to Section 2.12(b) hereof (the “LIBOR SOFR Option”) to have interest on all or a portion of the Advances Revolving Loans be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a SOFR Loan, or upon continuation of a SOFR Loan as a SOFR Loan) at a rate of interest based upon the LIBOR RateTerm SOFR. Interest on LIBOR Rate SOFR Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that thereto; provided, that, in the case of any Interest Period for any LIBOR Rate Loan which is greater than three monthsmonths in duration, interest on such LIBOR Rate Loan also shall be payable on the date that is each three months after month anniversary of the beginning of such the Interest Period), (ii) the occurrence of an Event of Default in consequence of which Lender has elected to accelerate the maturity of all or any portion of the Obligations, or (iii) termination of this Agreement pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower Borrowers have properly has exercised the LIBOR SOFR Option with respect thereto, the interest rate applicable to such LIBOR Rate SOFR Loan shall automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower at the written election of the Required Lenders, Borrowers no longer shall have the option to request that Advances Revolving Loans bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderTerm SOFR.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base RateRate or the Daily LIBOR Rate with respect to Revolving Loans, each Borrower shall have the option option, subject to Section 2.12(b) below (the “LIBOR Option”) to have interest on all or a portion of the Advances Revolving Loans be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan or a Daily LIBOR Rate Loan, as the case may be, to a LIBOR Rate Loan, or upon continuation of a LIBOR Rate Loan as a LIBOR Rate Loan) at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period), thereto; (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless the applicable Borrower has properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower at the written election of the Required Lenders, Borrowers no longer shall have the option to request that Advances Revolving Loans bear interest at a rate based upon the LIBOR Rate and Lender shall have or the right to convert the interest rate on all outstanding Daily LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderRate.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower shall have the option (the “LIBOR Option”) to have interest on all or a portion of the Advances or the Term Loan be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that provided, however, that, subject to the following clauses (ii) and (iii), in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months3 months in duration, interest on such LIBOR Rate Loan also shall be payable at 3 month intervals after the commencement of the applicable Interest Period and on the date that is three months after the beginning last day of such Interest Period), (ii) the occurrence of date on which an Event of Default in consequence of which Lender has elected to accelerate the maturity of all or any portion of the Obligationsoccurs, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, (x) Borrower no longer shall have the option to request that Advances or the Term Loan bear interest at a rate based upon the LIBOR Rate Rate, and Lender (y) Agent shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder, provided that Borrower shall not be obligated for any loss, cost, or expense incurred by Agent or any Lender as a result of any such conversion by Agent.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option option, subject to Section 2.12(b) below (the “LIBOR Option”) to have interest on all or a portion of the Advances Term Loan be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a LIBOR Rate Loan, or upon continuation of a LIBOR Rate Loan as a LIBOR Rate Loan) at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)thereto, (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower Borrowers properly has have exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower Borrowers no longer shall have the option to request that Advances the Term Loan bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderRate.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option (the “"LIBOR Option”OPTION") to have interest on all or a portion of the Advances be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)thereto, (ii) the occurrence of an Event of Default in consequence of which Lender has elected the Required Lenders or Agent on behalf thereof elect to accelerate the maturity of all or any portion of the Obligations, or (iii) termination of this Agreement pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Administrative Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower Borrowers no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender Agent shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower shall have the option (the “LIBOR Option”) to have interest on all or a portion of the Advances Revolving Loans be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto thereto, (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on ii) the date that is three months one month after the beginning commencement of such the applicable Interest Period), (iiiii) the occurrence of an Event of Default in consequence of which Lender has elected the Required Lenders or Agent on behalf thereof elect to accelerate the maturity of all or any portion of the Obligations, or (iiiiv) termination of this Agreement pursuant to the terms hereof. On the last day of each applicable Interest PeriodPeriod in respect of a LIBOR Rate Loan, unless Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, at the election of the Agent or Required Revolving Lenders, Borrower no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender Agent shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower shall have the option option, subject to Section 2.12(b) below (the “"LIBOR Option”") to have interest on all or a portion of the Advances Revolving Loans or the Term Loan be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a LIBOR Rate Loan, or upon continuation of a LIBOR Rate Loan as a LIBOR Rate Loan) at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto thereto; provided, that, subject to the following clauses (provided that ii) and (iii), in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months3 months in duration, interest on such LIBOR Rate Loan also shall be payable at 3 month intervals after the commencement of the applicable Interest Period and on the date that is three months after the beginning last day of such Interest Period), (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless an Event of Default has occurred and is continuing or Borrower has (1) notified Agent in writing that it will convert such LIBOR Rate Loan to a Base Rate Loan or (2) properly has exercised the LIBOR Option with respect theretothereto for an Interest Period in excess of 1 month, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate continue as a LIBOR Rate Loan with an Interest Period of interest then applicable to Base Rate Loans of the same type hereunder1 month. At any time that an Event of Default has occurred and is continuing, continuing Borrower no longer shall have the option to request that Advances Revolving Loans bear interest at a rate based upon the LIBOR Rate and Lender shall have until such time as such Event of Default has been waived in accordance with the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderterms hereof.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option option, subject to Section 2.12(b) below (the “LIBOR Option”) to have interest on all or a portion of the Advances be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a LIBOR Rate Loan, or upon continuation of a LIBOR Rate Loan as a LIBOR Rate Loan) at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period), thereto; (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower Borrowers properly has have exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower continuing Borrowers no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderRate.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower shall have the option (the “"LIBOR Option”") to have interest on all or a portion of the Advances (other than the Swing Loans and Special Real Estate Line Advances, for which there is no LIBOR Option) be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)thereto, (ii) the occurrence of an Event of Default in consequence of which Lender has elected the Required Lenders or Agent on behalf thereof elect to accelerate the maturity of all or any portion of the Obligations, or (iii) termination of this Agreement pursuant to the terms hereof, or (iv) the first day of each month that such LIBOR Rate Loan is outstanding. On the last day of each applicable Interest Period, unless Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an a Default or Event of Default has occurred and is continuing, Borrower no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender Agent shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option option, subject to Section 2.12(b) below (the “LIBOR LIBORSOFR Option”) to have interest on all or a portion of the Advances Revolving Loans be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a LIBOR RateSOFR Loan, or upon continuation of a LIBOR RateSOFR Loan as a LIBOR RateSOFR Loan) at a rate of interest based upon the LIBOR RateRateAdjusted Term SOFR. Interest on LIBOR Rate RateSOFR Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto thereto; provided, that subject to the following clauses (provided that ii) and (iii), in the case of any Interest Period for any LIBOR Rate Loan which is greater than three monthsmonths in duration, interest on such LIBOR Rate Loan also shall be payable at three month intervals after the commencement of the applicable Interest Period and on the date that is three months after the beginning last day of such Interest Period), (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower Borrowers have properly has exercised the LIBOR LIBORSOFR Option with respect thereto, the interest rate applicable to such LIBOR Rate RateSOFR Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower Borrowers no longer shall have the option to request that Advances Revolving Loans bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderRateAdjusted Term SOFR.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower shall have the option (the “"LIBOR Option”") to have interest on all or a portion of the Advances or the Term Loan be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that provided, however, that, subject to the following clauses (ii) and (iii), in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months3 months in duration, interest on such LIBOR Rate Loan also shall be payable at 3 month intervals after the commencement of the applicable Interest Period and on the date that is three months after the beginning last day of such Interest Period), (ii) the occurrence of date on which an Event of Default in consequence of which Lender has elected to accelerate the maturity of all or any portion of the Obligationsoccurs, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, (x) Borrower no longer shall have the option to request that Advances or the Term Loan bear interest at a rate based upon the LIBOR Rate Rate, and Lender (y) Agent shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder, provided that Borrower shall not be obligated for any loss, cost, or expense incurred by Agent or any Lender as a result of any such conversion by Agent.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option (the “"LIBOR Option”") to have interest on all or a portion of the Advances or the Term Loan be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto thereto, provided, however, that, subject to the following clauses (provided that ii) and (iii), in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months3 months in duration, interest on such LIBOR Rate Loan also shall be payable at 3 month intervals after the commencement of the applicable Interest Period and on the date that is three months after the beginning last day of such Interest Period), (ii) the occurrence of an Event of Default in consequence of which Lender has elected to accelerate the maturity of all or any portion of the Obligations, or (iii) termination of this Agreement pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Administrative Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower Borrowers no longer shall have the option to request that Advances or the Term Loan bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower shall have the option option, subject to Section 2.12(b) below (the “LIBOR SOFR Option”) to have interest on all or a portion of the Advances Revolving Loans or the Term Loans be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a SOFR Loan, or upon continuation of a SOFR Loan as a SOFR Loan) at a rate of interest based upon the LIBOR RateAdjusted Term SOFR. Interest on LIBOR Rate SOFR Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto thereto; provided, that, subject to the following clauses (provided that ii) and (iii), in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months3 months in duration, interest on such LIBOR Rate Loan also shall be payable at 3 month intervals after the commencement of the applicable Interest Period and on the date that is three months after the beginning last day of such Interest Period), (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless the Borrower properly has exercised the LIBOR SOFR Option with respect thereto, the interest rate applicable to such LIBOR Rate SOFR Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, at the written election of the Required Lenders, Borrower no longer shall have the option to request that Advances Revolving Loans bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderAdjusted Term SOFR.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower shall have the option option, subject to Section 2.12(b) below (the “LIBOR Option”) to have interest on all or a portion of the Advances be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a LIBOR Rate Loan, or upon continuation of a LIBOR Rate Loan as a LIBOR Rate Loan) at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period), thereto; (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the Obligations, Obligations become due and payable pursuant to the terms hereof; or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderRate.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower shall have the option (the “"LIBOR Option”OPTION") to have interest on all or a portion of the Advances be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)thereto, (ii) the occurrence of an Event of Default in consequence of which Lender has elected the Required Lenders or Agent on behalf thereof elect to accelerate the maturity of all or any portion of the Obligations, or (iii) termination of this Agreement pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder; PROVIDED, HOWEVER, that Borrower may not exercise the LIBOR Option with respect to an existing LIBOR Rate Loan if there are any assets remaining in any Collateral Account. At any time that an Event of Default has occurred and is continuing, Borrower no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender Agent shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower shall have the option option, subject to Section 2.12(b) below (the “"LIBOR Option”") to have interest on all or a portion of the Advances Revolving Loans or the Term Loan be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a LIBOR Rate Loan, or upon continuation of a LIBOR Rate Loan as a LIBOR Rate Loan) at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto thereto; provided, that, subject to the following clauses (provided that ii) and (iii), in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months3 months in duration, interest on such LIBOR Rate Loan also shall be payable at 3 month intervals after the commencement of the applicable Interest Period and on the date that is three months after the beginning last day of such Interest Period), (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower no longer shall have the option to request that Advances Revolving Loans or any portion of the Term Loan bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderRate.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower shall have the option (the “LIBOR Option”) to have interest on all or a portion of the Advances be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)thereto, (ii) the occurrence of an Event of Default in consequence of which Lender has elected elects to accelerate the maturity of all or any portion of the Obligations, or (iii) termination of this Agreement pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender shall have the right right, at its option, to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderhereunder and Borrower shall be responsible for all Funding Losses arising in connection thereof. Any LIBOR Rate Loan which matures while a Default or Event of Default has occurred and is continuing shall be converted, at the option of Lender, to a Base Rate Loan notwithstanding Borrower’s exercise of LIBOR Rate Option in connection thereto that such Loan be continued as a LIBOR Rate Loan.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option option, subject to Section 2.122.13(b) below (the “LIBOR "LIBORSOFR Option”") to have interest on all or a portion of the Advances be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a LIBOR RateSOFR Loan, or upon continuation of a LIBOR RateSOFR Loan as a LIBOR RateSOFR Loan) at a rate of interest based upon the LIBOR RateRateAdjusted Term SOFR. Interest on LIBOR Rate RateSOFR Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)thereto, (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower Borrowers have properly has exercised the LIBOR LIBORSOFR Option with respect thereto, the interest rate applicable to such LIBOR Rate RateSOFR Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower Borrowers no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderRateAdjusted Term SOFR.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option (the “"LIBOR Option”") to have interest on all or a portion of the Advances be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)thereto, (ii) the occurrence of an Event of Default in consequence of which Lender has the Required Lenders or Agent on behalf thereof have elected to accelerate the maturity of all or any portion of the Obligations, or (iii) termination of this Agreement pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Administrative Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower Borrowers no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender Agent shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderhereunder at the end of the applicable Interest Period or immediately upon acceleration of such LIBOR Rate Loans.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower shall have the option option, subject to Section 2.12(b) below (the “LIBOR Option”) to have interest on all or a portion of the Advances Revolving Loans or the Floorplan Loans be charged (whether at the time when made (unless otherwise provided herein), 126471205_8 upon conversion from a Base Rate Loan to a LIBOR Rate Loan, or upon continuation of a LIBOR Rate Loan as a LIBOR Rate Loan) at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto thereto; provided, that, subject to the following clauses (provided that ii) and (iii), in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months3 months in duration, interest on such LIBOR Rate Loan also shall be payable at 3 month intervals after the commencement of the applicable Interest Period and on the date that is three months after the beginning last day of such Interest Period), (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, at the written election of Agent or the Required Lenders, Borrower no longer shall have the option to request that Advances Revolving Loans or Floorplan Loans bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderRate.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower shall have the option (the “"LIBOR Option”") to have interest on all or a portion of the Advances be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period), (ii) the occurrence of an Event of Default in consequence of which Lender has elected to accelerate the maturity of all or any portion of the Obligations, or (iii) termination of this Agreement pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon determined by reference to the Base Rate, Borrower Borrowers shall have the option (the “LIBOR Option”) to have interest on all or a portion of the Advances (either upon the Borrowing of any such portion or thereafter as provided herein) be charged at a rate of interest based upon determined by reference to the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)thereto, (ii) the occurrence of an Event of Default in consequence of which Lender has elected the Required Lenders or Agent on behalf thereof elect to accelerate the maturity of all or any portion of the Obligations, or (iii) termination of this Agreement pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Administrative Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower Borrowers no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender Agent shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option option, subject to Section 2.12(b) below (the “LIBOR Option”) to have interest on all or a portion of the Advances be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a LIBOR Rate Loan, or upon continuation of a LIBOR Rate Loan as a LIBOR Rate Loan) at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period), thereto; (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations become due and payable pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower Borrowers properly has have exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower at the written election of the Required Lenders, Borrowers no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderRate.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon determined by reference to the Base Rate, Borrower shall have the option (the “"LIBOR Option”") to have interest on all or a portion of the Revolving Loan A Advances be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any thereto; provided, however, if Borrower has elected an Interest Period of six months for any LIBOR Rate Loan which is greater than three monthsLoan, then interest on such LIBOR Rate Loan shall also shall be payable on the date last day of the third month that such LIBOR Rate Loan is three months after the beginning of such Interest Period)outstanding, (ii) the occurrence of an Event of Default in consequence of which Lender has elected to accelerate the maturity of all or any portion of the Obligations, or (iii) termination of this Agreement pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower no longer shall have the option to request that Revolving Loan A Advances bear interest at a rate of interest based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option (the “"LIBOR Option”") to have interest on all or a portion of the Advances or the Term Loan be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto provided, however, that, subject to the following clauses (provided that ii) and (iii), in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months3 months in duration, interest on such LIBOR Rate Loan also shall be payable at 3 month intervals after the commencement of the applicable Interest Period and on the date that is three months after the beginning last day of such Interest Period), (ii) the occurrence of an Event of Default in consequence of which Lender has the Required Lenders or Agent on behalf thereof have elected to accelerate the maturity of all or any portion of the Obligations, or (iii) termination of this Agreement pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Administrative Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower Borrowers no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender Agent shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder."

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option (the “"LIBOR Option”") to have interest on all or a portion of the Advances be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)thereto, (ii) the occurrence of an Event of Default in consequence of which Lender has elected to accelerate the maturity of all or any portion of the Obligations, or (iii) termination of this Agreement pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower properly has exercised the LIBOR Option with respect theretootherwise notified by Administrative Borrower, the interest rate applicable to such a LIBOR Rate Loan shall automatically shall convert to continue at the rate of interest then applicable to Base LIBOR Rate Loans with an Interest Period of equal duration to the same type hereunderInterest Period then ending. At any time that an Event of Default has occurred and is continuing, Borrower Borrowers no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option option, subject to Section 2.12(b) below (the “LIBOR SOFR Option”) to have interest on all or a portion of the Advances Revolving Loans be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a SOFR Loan, or upon continuation of a SOFR Loan as a SOFR Loan) at a rate of interest based upon the LIBOR RateTerm SOFR. Interest on LIBOR Rate SOFR Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)thereto, (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower Borrowers have properly has exercised the LIBOR SOFR Option with respect thereto, the interest rate applicable to such LIBOR Rate SOFR Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower Borrowers no longer shall have the option to request that Advances Revolving Loans bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderTerm SOFR.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, each Borrower Group shall have the option option, subject to Section 2.12(b) below (the “"LIBOR Option”") to have interest on all or a portion of the Advances Revolving Loans or the FILO Loans made to such Borrower Group be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a LIBOR Rate Loan, or upon continuation of a LIBOR Rate Loan as a LIBOR Rate Loan) at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto thereto; provided, that subject to the following clauses (provided that ii) and (iii), in the case of any Interest Period for any LIBOR Rate Loan which is greater than three monthsmonths in duration, interest on such LIBOR Rate Loan also shall be payable at three month intervals after the commencement of the applicable Interest Period and on the date that is three months after the beginning last day of such Interest Period), (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless a Borrower Group has properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower at the written election of Agent or the Required Lenders, Borrowers no longer shall have the option to request that Advances Revolving Loans or FILO Loans bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderRate.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Reference Rate, the Borrower shall have the option (the “LIBOR Option”) to have interest on all or a portion of the Advances Term Loan be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (iA) the last day of the Interest Period applicable thereto thereto; provided, however, that, subject to the following clauses (provided that B) and (C), in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months3 months in duration, interest on such LIBOR Rate Loan also shall be payable at 3 month intervals after the commencement of the applicable Interest Period and on the date that is three months after the beginning last day of such Interest Period), (iiB) the occurrence of an Event of Default in consequence of which Lender has elected the Required Lenders or Collateral Agent on behalf thereof elect to accelerate the maturity of all or any portion of the Obligations, or (iiiC) termination of this Agreement pursuant to the terms hereof. Interest at the Post-Default Rate shall be payable on demand. On the last day of each applicable Interest Period, unless the Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base the Term Loan accruing interest based on the Reference Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, the Borrower no longer shall have the option to request that Advances the Term Loan bear interest at a rate based upon the LIBOR Rate and Lender Administrative Agent shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Reference Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower shall have the option option, subject to Section 2.13(b) below (the “LIBOR SOFR Option”) to have interest on all or a portion of the Advances be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a SOFR Loan, or upon continuation of a SOFR Loan as a SOFR Loan) at a rate of interest based upon the LIBOR RateSOFR. Interest on LIBOR Rate SOFR Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that provided, however, that, subject to the following clauses (ii) and (iii), in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months(3) months in duration, interest on such LIBOR Rate Loan also shall be payable at 3 month intervals after the commencement of the applicable Interest Period and on the date that is three months after the beginning last day of such Interest Period), (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower has properly has exercised the LIBOR SOFR Option with respect thereto, the interest rate applicable to such LIBOR Rate SOFR Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate Term SOFR and Lender Borrower shall not have the right to convert renew or extend any then outstanding SOFR Loans at the interest rate on all outstanding LIBOR Rate Loans to end of the rate then Interest Period applicable to Base Rate Loans hereunderthereto unless, in each case, the Required Lenders shall have provided their written consent thereto.

Interest and Interest Payment Dates. In lieu of having interest on the Priority Obligations charged at the rate based upon the Base Rate, Borrower shall have the option option, subject to Section 2.12(b) below (the “"LIBOR Option”") to have interest on all or a portion of the Advances Revolving Loans be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a LIBOR Rate Loan, or upon continuation of a LIBOR Rate Loan as a LIBOR Rate Loan) at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable in arrears on the earliest of (i) the first day of each month, (ii) the last day of the Interest Period applicable thereto thereto, (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on iii) the date that is three months after the beginning of such Interest Period), (ii) the occurrence of an Event of Default in consequence of on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsPriority Obligations are accelerated pursuant to the terms hereof, or (iiiiv) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower no longer shall have the option to request that Advances Revolving Loans bear interest at a rate based upon the LIBOR Rate. The parties hereto agree that all interest periods with respect to "Eurodollar Rate Loans" under the Third Amended Loan Agreement in existence as of the Closing Date shall be deemed for all purposes to be Interest Periods selected under this Agreement for a like period, commencing and Lender shall have ending on the right to convert same dates as the existing interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderperiods.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option option, subject to Section 2.12(b) below (the “LIBOR Option”) to have interest on all or a portion of the Advances Revolving Loans or the Term Loans be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a LIBOR Rate Loan, or upon continuation of a LIBOR Rate Loan as a LIBOR Rate Loan) at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto thereto; provided, that, subject to the following clauses (provided that ii) and (iii), in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months3 months in duration, interest on such LIBOR Rate Loan also shall be payable at 3 month intervals after the commencement of the applicable Interest Period and on the date that is three months after the beginning last day of such Interest Period), (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower Borrowers have properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower Borrowers no longer shall have the option to request that Advances Revolving Loans bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderRate.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower shall have the option option, subject to Section 2.12(b) below (the “LIBOR Option”) to have interest on all or a portion of the Advances Revolving Loans be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a LIBOR Rate Loan, or upon continuation of a LIBOR Rate Loan as a LIBOR Rate Loan) at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto thereto; provided, that, subject to the following clauses (provided that ii) and (iii), in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months3 months in duration, interest on such LIBOR Rate Loan also shall be payable at 3 month intervals after the commencement of the applicable Interest Period and on the date that is three months after the beginning last day of such Interest Period), (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan shall, unless an Event of Default has occurred and is continuing, automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereundercontinue with a one-month Interest Period. At any time that an Event of Default has occurred and is continuing, continuing Borrower no longer shall have the option to request that Advances Revolving Loans bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderRate.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, the Administrative Borrower shall have the option (the “LIBOR Option”) to have interest on all or a portion of the Advances be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a LIBOR Rate Loan, or upon continuation of a LIBOR Rate Loan as a LIBOR Rate Loan) at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)thereto, (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless the Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, the Administrative Borrower no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender the Revolving Agent shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option (the “"LIBOR Option”") to have interest on all or a portion of the Advances be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)thereto, (ii) the occurrence of an Event of Default in consequence of which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations(provided, that Lender shall not accelerate any LIBOR Rate Loans unless all Base Rate Loans are or have been accelerated), or (iii) termination of this Agreement pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Administrative Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower Borrowers no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower shall have the option (the “"LIBOR Option”") to have interest on all or a portion of the Advances or the Term Loan be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)thereto, (ii) the occurrence of an Event of Default in consequence of which Lender has elected the Required Lenders or Agent on behalf thereof elect to accelerate the maturity of all or any portion of the Obligations, or (iii) termination of this Agreement pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base a LIBOR Rate Loans Loan with an Interest Period of the same type hereunderthree months. At any time that an Event of Default has occurred and is continuing, Borrower no longer shall have the option to request that Advances or the Term Loan bear interest at a rate based upon the LIBOR Rate and Lender Agent shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option (the “LIBOR Option”) to have interest on all or a portion of the Advances be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of as follows: (i) on the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period), thereto; (ii) upon the occurrence of an Event of Default in consequence of which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations (provided, that Lender shall not accelerate any LIBOR Rate Loans unless all Base Rate Loans are or have been accelerated); or (iii) upon termination of this Agreement pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Administrative Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower Borrowers no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having ----------------------------------- interest charged at the rate based upon the Base Rate, Borrower shall have the option (the “"LIBOR Option”") to have interest on all or a portion of the Advances be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)thereto, (ii) the occurrence of an Event of Default in consequence of which Lender has elected to accelerate the maturity of all or any portion of the ObligationsLiabilities, or (iii) termination of this Agreement pursuant to the terms hereof, or (iv) the first day of each month that such LIBOR Rate Loan is outstanding. On the last day of each applicable Interest Period, unless Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower no longer shall have the option to request that Advances bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower U.S. Borrowers shall have the option option, subject to Section 2.13(b) below (the “LIBOR Option”) to have interest on all or a portion of the U.S. Advances be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a LIBOR Rate Loan, or upon continuation of a LIBOR Rate Loan as a LIBOR Rate Loan) at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)thereto, (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsU.S. Obligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless such U.S. Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower U.S. Borrowers no longer shall have the option to request that U.S. Advances bear interest at a rate based upon the LIBOR Rate and Lender U.S. Agent shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderplus the Base Rate Margin.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower shall have the option option, subject to Section 2.13(b) below (the “LIBOR Option”) to have interest on all or a portion of the Advances or the Delayed Draw Term Loan be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a LIBOR Rate Loan, or upon continuation of a LIBOR Rate Loan as a LIBOR Rate Loan) at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto (provided that provided, however, that, subject to the following clauses (ii) and (iii), in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months3 months in duration, interest on such LIBOR Rate Loan also shall be payable at 3 month intervals after the commencement of the applicable Interest Period and on the date that is three months after the beginning last day of - 62 - such Interest Period), (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of this Agreement pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower no longer shall have the option to request that Advances or the Delayed Draw Term Loan bear interest at a rate based upon the LIBOR Rate and Lender Agent shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower shall have the option (the “LIBOR Option”) to have interest on all or a portion of the Advances Revolving Loans be charged at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the first calendar day after the last day of the Interest Period applicable thereto (provided that in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months, interest on such LIBOR Rate Loan also shall be payable on the date that is three months after the beginning of such Interest Period)thereto, (ii) the occurrence of an Event of Default in consequence of which Lender has elected to accelerate the maturity of all or any portion of the Obligations, or (iii) termination of this Agreement pursuant to the terms hereof. On the last first calendar day after the end of each applicable Interest Period, unless Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunderLoans. At any time that an Event of Default has occurred and is continuing, Borrower no longer shall have the option to request that Advances Revolving Loans bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder.

Interest and Interest Payment Dates. In lieu of having interest charged at the rate based upon the Base Rate, Borrower Borrowers shall have the option (the “LIBOR Option”) to have interest on all or a portion of the Advances or the Term Loan be charged (whether at the time when made (unless otherwise provided herein), upon conversion from a Base Rate Loan to a LIBOR Rate Loan, or upon continuation of a LIBOR Rate Loan as a LIBOR Rate Loan) at a rate of interest based upon the LIBOR Rate. Interest on LIBOR Rate Loans shall be payable on the earliest of (i) the last day of the Interest Period applicable thereto thereto, (provided that provided, however, that, subject to the following clauses (ii) and (iii), in the case of any Interest Period for any LIBOR Rate Loan which is greater than three months3 months in duration, interest on such LIBOR Rate Loan also shall be payable at 3 month intervals after the commencement of the applicable Interest Period and on the date that is three months after the beginning last day of such Interest Period), (ii) the occurrence of an Event of Default in consequence of date on which Lender has elected to accelerate the maturity of all or any portion of the ObligationsObligations are accelerated pursuant to the terms hereof, or (iii) termination of the date on which this Agreement is terminated pursuant to the terms hereof. On the last day of each applicable Interest Period, unless Administrative Borrower properly has exercised the LIBOR Option with respect thereto, the interest rate applicable to such LIBOR Rate Loan automatically shall convert to the rate of interest then applicable to Base Rate Loans of the same type hereunder. At any time that an Event of Default has occurred and is continuing, Borrower Borrowers no longer shall have the option to request that Advances or the Term Loan bear interest at a rate based upon the LIBOR Rate and Lender shall have the right to convert the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunderRate.