Common use of Market disruption Clause in Contracts

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III and this Article II with respect to any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency Rate Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may be, and such Eurocurrency Rate Advances shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III and this Article II with respect to any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an any Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency Rate Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may be, and such Eurocurrency Rate Advances shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, Borrowing as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, Currency in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, Borrowing or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, Borrowing in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, Currency in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Credit Event to be effected in any Agreed Currency other than DollarsForeign Currency, if (i) there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Credit Event any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersAdministrative Agent, the Majority Local Currency Banks relevant Issuing Bank (in the case if such Credit Event is a Letter of a Local Currency Borrowing), the Agent Credit) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Borrowings or Letters of Credit comprising such Borrowing Credit Event to be denominated in the Agreed Currency specified by the applicable BorrowerBorrower or (ii) an Equivalent Amount of such currency is not readily calculable, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the BanksLenders and, or the applicable Borrower shall give notice to the Agentif such Credit Event is a Letter of Credit, the Local Currency Banks and the Banks, as the case may berelevant Issuing Bank, and such Eurocurrency Rate Advances Credit Events shall not be denominated in such currency Agreed Currency but shall shall, except as otherwise set forth in Section 2.07, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Credit Event in Dollars, (a) if such Credit Event is a Borrowing, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, request for a Credit Event or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicablethe case may be, as Base Rate AdvancesABR Loans, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the reasonable opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, request for a Credit Event or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicable, the case may be or (iib) in the reasonable opinion if such Credit Event is a Letter of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicableCredit, in Dollars, in an aggregate principal a face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related request or application for such Letter of such Bank’s Advance, as a Base Rate AdvanceCredit, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow request the issuance of such Letter of Credit on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow have such Letter of Credit issued on such date in a different Agreed Currency, or continue as the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currencycase may be, in which the denomination of all such Advances as part Letter of such Borrowing Credit would in the reasonable opinion of the Agentrelevant Issuing Bank, the Majority Local Currency Banks (in Administrative Agent and the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related Notice request or application for such Letter of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedCredit, as applicablethe case may be.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Credit Event to be effected in any Agreed Currency other than DollarsForeign Currency, if (i) there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Credit Event any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersAdministrative Agent, the Majority Local Currency Banks Issuing Bank (in the case if such Credit Event is a Letter of a Local Currency Borrowing), the Agent Credit) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Borrowings or Letters of Credit comprising such Borrowing Credit Event to be denominated in the Agreed Currency specified by the applicable BorrowerBorrower or (ii) an Equivalent Amount of such currency is not readily calculable, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the BanksLenders and, or the applicable Borrower shall give notice to the Agentif such Credit Event is a Letter of Credit, the Local Currency Banks and the Banks, as the case may beIssuing Bank, and such Eurocurrency Rate Advances Credit Events shall not be denominated in such currency Agreed Currency but shall shall, except as otherwise set forth in Section 2.07, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Credit Event in Dollars, (a) if such Credit Event is a Borrowing, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Credit Event Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicablethe case may be, as Base Rate AdvancesABR Loans, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the reasonable opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Credit Event Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicable, the case may be or (iib) in the reasonable opinion if such Credit Event is a Letter of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicableCredit, in Dollars, in an aggregate principal a face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related request or application for such Letter of such Bank’s Advance, as a Base Rate AdvanceCredit, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow request the issuance of such Letter of Credit on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow have such Letter of Credit issued on such date in a different Agreed Currency, or continue as the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currencycase may be, in which the denomination of all such Advances as part Letter of such Borrowing Credit would in the reasonable opinion of the AgentIssuing Bank, the Majority Local Currency Banks (in Administrative Agent and the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related Notice request or application for such Letter of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedCredit, as applicablethe case may be.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Credit Event to be effected in any Agreed Currency other than DollarsForeign Currency, if (i) there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Credit Event any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersAdministrative Agent, the Majority Local Currency Banks relevant Issuing Bank (in the case if such Credit Event is a Letter of a Local Currency Borrowing), the Agent Credit) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Borrowings or Letters of Credit comprising such Borrowing Credit Event to be denominated in the Agreed Currency specified by the applicable BorrowerBorrower or (ii) an Equivalent Amount of such currency is not readily calculable, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the BanksLenders and, or the applicable Borrower shall give notice to the Agentif such Credit Event is a Letter of Credit, the Local Currency Banks and the Banks, as the case may berelevant Issuing Bank, and such Eurocurrency Rate Advances Credit Events shall not be denominated in such currency Agreed Currency but shall shall, except as otherwise set forth in Section 2.07, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Credit Event in Dollars, (a) if such Credit Event is a Borrowing, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Credit Event Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicablethe case may be, as Base Rate AdvancesABR Loans, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before prior to the occurrence of such date Credit Event that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the reasonable opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Credit Event Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicable, the case may be or (iib) in the reasonable opinion if such Credit Event is a Letter of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicableCredit, in Dollars, in an aggregate principal a face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related request or application for such Letter of such Bank’s Advance, as a Base Rate AdvanceCredit, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before prior to the occurrence of such date Credit Event that (xi) in the case of a requested Borrowing, it elects not to borrow request the issuance of such Letter of Credit on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow have such Letter of Credit issued on such date in a different Agreed Currency, or continue as the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currencycase may be, in which the denomination of all such Advances as part Letter of such Borrowing Credit would in the reasonable opinion of the AgentIssuing Bank which has issued such Letter of Credit, the Majority Local Currency Banks (in Administrative Agent and the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related Notice request or application for such Letter of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedCredit, as applicablethe case may be.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III and this Article II with respect to any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Commitments make it impracticable for the Eurocurrency Rate Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks Borrower and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks Agent and the Banks, as the case may be, and such Eurocurrency Rate Advances shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Commitments be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, Borrowing in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Commitments be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Credit Event to be effected in any Agreed Currency other than DollarsForeign Currency, if (i) there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Credit Event any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersAdministrative Agent, the Majority Local Currency Banks Issuing Bank (in the case if such Credit Event is a Letter of a Local Currency Borrowing), the Agent Credit) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Borrowings or Letters of Credit comprising such Borrowing Credit Event to be denominated in the Agreed Currency specified by the applicable BorrowerBorrower or (ii) an Equivalent Amount of such currency is not readily calculable, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the BanksLenders and, or the applicable Borrower shall give notice to the Agentif such Credit Event is a Letter of Credit, the Local Currency Banks and the Banks, as the case may beIssuing Bank, and such Eurocurrency Rate Advances Credit Events shall not be denominated in such currency Agreed Currency but shall shall, except as otherwise set forth in Section 2.07, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Credit Event in Dollars, (a) if such Credit Event is a Borrowing, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, request for a Credit Event or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicablethe case may be, as Base Rate AdvancesABR Loans, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the reasonable opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, request for a Credit Event or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicable, the case may be or (iib) in the reasonable opinion if such Credit Event is a Letter of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicableCredit, in Dollars, in an aggregate principal a face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related request or application for such Letter of such Bank’s Advance, as a Base Rate AdvanceCredit, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow request the issuance of such Letter of Credit on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow have such Letter of Credit issued on such date in a different Agreed Currency, or continue as the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currencycase may be, in which the denomination of all such Advances as part Letter of such Borrowing Credit would in the reasonable opinion of the AgentIssuing Bank, the Majority Local Currency Banks (in Administrative Agent and the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related Notice request or application for such Letter of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedCredit, as applicablethe case may be.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Advance in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Advance any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Administrative Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Loans comprising such Borrowing Advance to be denominated in the Agreed Currency specified by the applicable Borrower, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks Borrowers and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may beLenders, and such Eurocurrency Rate Advances Loans shall not be denominated in such currency Agreed Currency but shall shall, except as otherwise set forth in Section 2.14, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing Date in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicablethe case may be, as Base Floating Rate AdvancesLoans, unless the applicable Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount approximately equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicablemay be.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III and this Article II with respect to any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency Rate Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may be, and such Eurocurrency Rate Advances shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Credit Extension to be effected in any Agreed Currency other than DollarsForeign Currency, if (i) there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Credit Extension any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersAdministrative Agent, the Majority Local Currency Banks applicable LC Issuer (in the case of if such Credit Extension is a Local Currency Borrowing), the Agent Facility LC) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances or Facility LCs comprising such Borrowing Credit Extension to be denominated in the Agreed Currency specified by the applicable BorrowerBorrower or (ii) an Equivalent Amount of such currency is not readily calculable, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the BanksLenders and, or if such Credit Extension is a Facility LC, the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may beLC Issuer, and such Eurocurrency Rate Advances Credit Extensions shall not be denominated in such currency Agreed Currency but shall shall, except as otherwise set forth in Section 2.9.2, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Credit Extension in Dollars, (a) if such Credit Extension is an Advance, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, request for a Credit Extension or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicablethe case may be, as Base Floating Rate AdvancesLoans, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the reasonable opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, request for a Credit Extension or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicable, the case may be or (iib) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of if such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicableCredit Extension is a Facility LC, in Dollars, in an aggregate principal a face amount equal to the Dollar Amount of the aggregate principal face amount of specified in the related request or application for such Bank’s Advance, as a Base Rate AdvanceFacility LC, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow request the issuance of such Facility LC on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow have such Facility LC issued on such date in a different Agreed Currency, or continue as the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currencycase may be, in which the denomination of all such Advances as part of such Borrowing Facility LC would in the reasonable opinion of the Agentapplicable LC Issuer, the Majority Local Currency Banks (in Administrative Agent and the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related Notice of Borrowing, request or the Dollar Amount of the Advances being continued, Converted or Redenominatedapplication for such Facility LC, as applicablethe case may be.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III and this Article II with respect to any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency Rate Advances or RFR Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may be, and such Eurocurrency Rate Advances or RFR Advances shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance or RFR Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance or RFR Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Borrowing or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III and this Article II with respect to any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency Rate Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks Borrower and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks Agent and the Banks, as the case may be, and such Eurocurrency Rate Advances shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable.

Market disruption. Notwithstanding the satisfaction of all applicable conditions referred to in Article III II and this Article II IV with respect to any Borrowing Advance or Facility LC in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, Advance or the continuation, Conversion or Redenomination date of issuance of such Borrowing in or to an Agreed Currency other than Dollars, Facility LC any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Administrative Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Loans comprising such Borrowing Advance or Facility LC to be denominated in the Agreed Currency specified by the applicable a Borrower, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks Borrower and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may beLenders, and such Eurocurrency Rate Advances Loans or Facility LC shall not be denominated in such currency Agreed Currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing Date in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicablethe case may be, as Base Rate AdvancesLoans, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before such date Borrowing Date (in the event that the Administrative Agent has given such notice to such Borrower no later than two (2) Business Days prior to such Borrowing Date and otherwise as soon as practicable in the circumstances but in any case prior to the making of such Advance or issuance of such Facility LC) that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicablemay be.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Credit Event to be effected in any Agreed Currency other than DollarsForeign Currency, if (a) there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Credit Event any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersAdministrative Agent, the Majority Local Currency Banks Issuing Bank (in the case if such Credit Event is a Letter of a Local Currency Borrowing), the Agent Credit) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Borrowings or Letters of Credit comprising such Borrowing Credit Event to be denominated in the Agreed Currency specified by the applicable BorrowerBorrower or (b) an Equivalent Amount of such currency is not readily calculable, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the BanksLenders and, or the applicable Borrower shall give notice to the Agentif such Credit Event is a Letter of Credit, the Local Currency Banks and the Banks, as the case may beIssuing Bank, and such Eurocurrency Rate Advances Credit Events shall not be denominated in such currency Agreed Currency but shall shall, except as otherwise set forth in Section 2.07, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Credit Event in Dollars, (i) if such Credit Event is a Borrowing, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Credit Event Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicablethe case may be, as Base Rate AdvancesABR Loans, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xA) in the case of a requested Borrowing, it elects not to borrow on such date or (yB) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the reasonable opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Credit Event Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicable, the case may be or (ii) in the reasonable opinion if such Credit Event is a Letter of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicableCredit, in Dollars, in an aggregate principal a face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related request or application for such Letter of such Bank’s Advance, as a Base Rate AdvanceCredit, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xA) in the case of a requested Borrowing, it elects not to borrow request the issuance of such Letter of Credit on such date or (yB) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow have such Letter of Credit issued on such date in a different Agreed Currency, or continue as the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currencycase may be, in which the denomination of all such Advances as part Letter of such Borrowing Credit would in the reasonable opinion of the AgentIssuing Bank, the Majority Local Currency Banks (in Administrative Agent and the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related Notice request or application for such Letter of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedCredit, as applicablethe case may be.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Credit Event to be effected in any Agreed Currency other than DollarsForeign Currency, if (i) there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Credit Event any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersAdministrative Agent, the Majority Local Currency Issuing Banks (in the case if such Credit Event is a Letter of a Local Currency Borrowing), the Agent Credit) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Borrowings or Letters of Credit comprising such Borrowing Credit Event to be denominated in the Agreed Currency specified by the applicable BorrowerBorrower or (ii) an Equivalent Amount of such currency is not readily calculable, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the BanksLenders and, or the applicable Borrower shall give notice to the Agentif such Credit Event is a Letter of Credit, the Local Currency Banks and the Issuing Banks, as the case may be, and such Eurocurrency Rate Advances Credit Events shall not be denominated in such currency Agreed Currency but shall shall, except as otherwise set forth in Section 2.07, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Credit Event in Dollars, (a) if such Credit Event is a Borrowing, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Credit Event Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicablethe case may be, as Base Rate AdvancesABR Loans, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the reasonable opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Credit Event Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicable, the case may be or (iib) in the reasonable opinion if such Credit Event is a Letter of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicableCredit, in Dollars, in an aggregate principal a face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related request or application for such Letter of such Bank’s Advance, as a Base Rate AdvanceCredit, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow request the issuance of such Letter of Credit on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow have such Letter of Credit issued on such date in a different Agreed Currency, or continue as the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currencycase may be, in which the denomination of all such Advances as part Letter of such Borrowing Credit would in the reasonable opinion of the AgentIssuing Banks, the Majority Local Currency Banks (in Administrative Agent and the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related Notice request or application for such Letter of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedCredit, as applicablethe case may be.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III and this Article II with respect to any Borrowing Advance in any Agreed Currency other than DollarsDollars or any Alternate Currency, as applicable, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Advance any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersCompany, any Alternate Currency Borrower, any Alternate Currency Bank, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Administrative Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Loans or Alternate Currency Loans comprising such Borrowing Advance to be denominated in the Agreed Currency or Alternate Currency, as applicable, specified by the applicable Borrower, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local such Alternate Currency Banks Bank and the BanksLenders, or the applicable Borrower shall give notice to the Administrative Agent, the Local such Alternate Currency Banks Bank and the BanksLenders, as the case may be, and such Eurocurrency Rate Advances Loans or Alternate Currency Loans shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing Date in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedBorrowing Notice, as applicable, as Base Floating Rate AdvancesLoans, unless the applicable Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency or Alternate Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the opinion of the Administrative Agent, the Majority Local applicable Alternate Currency Banks (in Bank, if applicable, and the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicableNotice.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III and this Article II with respect to any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, Commitments (in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, ) make it impracticable for the Eurocurrency Rate Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may be, and such Eurocurrency Rate Advances shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) ), or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, Commitments (in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, ) be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, Borrowing in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, Commitments (in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, ) be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III Articles 2 and this Article II 3 with respect to any Borrowing Advance in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Advance any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Loans comprising such Borrowing Advance to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks Borrower and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may beLenders, and such Eurocurrency Rate Advances Loans shall not be denominated in such currency Agreed Currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing Date in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicablethe case may be, as Base Rate AdvancesLoans, unless (a) the applicable Borrower notifies the Agent at least one (1) Business Day before such date Borrowing Date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date Borrowing Date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the opinion of the Agent, Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicablethe case may be, or (iib) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) three Business Day Days before such date Borrowing Date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date Eurocurrency Loans in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of Currency on such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicableDate.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Credit Event to be effected in any Agreed Currency other than DollarsForeign Currency, if (a) there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Credit Event any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersAdministrative Agent, the Majority Local Currency Banks Swingline Lender (in the case of if such Credit Event is a Local Currency BorrowingSwingline Loan), the Agent Issuing Bank (if such Credit Event is a Letter of Credit) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Borrowings or Letters of Credit comprising such Borrowing Credit Event to be denominated in the Agreed Currency specified by the applicable BorrowerBorrower or (b) an Equivalent Amount of such currency is not readily calculable, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the BanksLenders and, or the applicable Borrower shall give notice to the Agentif such Credit Event is a Letter of Credit, the Local Currency Banks and the Banks, as the case may beIssuing Bank, and such Eurocurrency Rate Advances Credit Events shall not be denominated in such currency Agreed Currency but shall shall, except as otherwise set forth in Section 2.07, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Credit Event in Dollars, (i) if such Credit Event is a Borrowing, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Credit Event Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicablethe case may be, as Base Rate Advances, unless ABR Loans (if the applicable Borrower is the Company), unless such Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xA) in the case of a requested Borrowing, it elects not to borrow on such date or (yB) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the reasonable opinion of the Swingline Lender (if such Credit Event is a Swingline Loan) and the Administrative Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of Administrative Agent and the Available Revolving Required Lenders (if such Credit Commitments, in the case of Event is a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Loan) be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Credit Event Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicable, the case may be or (ii) in the reasonable opinion if such Credit Event is a Letter of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicableCredit, in Dollars, in an aggregate principal a face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related request or application for such Letter of such Bank’s Advance, as a Base Rate AdvanceCredit, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xA) in the case of a requested Borrowing, it elects not to borrow request the issuance of such Letter of Credit on such date or (yB) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow have such Letter of Credit issued on such date in a different Agreed Currency, or continue as the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currencycase may be, in which the denomination of all such Advances as part Letter of such Borrowing Credit would in the reasonable opinion of the Agent, Issuing Bank and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Administrative Agent be practicable and in an aggregate principal face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related Notice request or application for such Letter of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedCredit, as applicablethe case may be.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Credit Event to be effected in any Agreed Currency other than DollarsForeign Currency, if (i) there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Credit Event any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersAdministrative Agent, the Majority Local Currency Banks relevant Issuing Bank (in the case if such Credit Event is a Letter of a Local Currency Borrowing), the Agent Credit) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Borrowings or Letters of Credit comprising such Borrowing Credit Event to be denominated in the Agreed Currency specified by the applicable BorrowerBorrower or (ii) a Dollar Amount of such currency is not readily calculable, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the BanksLenders and, or the applicable Borrower shall give notice to the Agentif such Credit Event is a Letter of Credit, the Local Currency Banks and the Banks, as the case may berelevant Issuing Bank, and such Eurocurrency Rate Advances Credit Events shall not be denominated in such currency Agreed Currency but shall shall, except as otherwise set forth in Section 2.07, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Credit Event in Dollars, (a) if such Credit Event is a Borrowing, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, request for a Credit Event or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicablethe case may be, as Base Rate AdvancesABR Loans, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before prior to the occurrence of such date Credit Event that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the reasonable opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, request for a Credit Event or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicable, the case may be or (iib) in the reasonable opinion if such Credit Event is a Letter of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicableCredit, in Dollars, in an aggregate principal a face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related request or application for such Letter of such Bank’s Advance, as a Base Rate AdvanceCredit, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before prior to the occurrence of such date Credit Event that (xi) in the case of a requested Borrowing, it elects not to borrow request the issuance of such Letter of Credit on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow have such Letter of Credit issued on such date in a different Agreed Currency, or continue as the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currencycase may be, in which the denomination of all such Advances as part Letter of such Borrowing Credit would in the reasonable opinion of the AgentIssuing Bank which has issued such Letter of Credit, the Majority Local Currency Banks (in Administrative Agent and the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related Notice request or application for such Letter of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedCredit, as applicablethe case may be.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Revolving Advance in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Advance any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Administrative Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Loans comprising such Borrowing Revolving Advance to be denominated in the Agreed Currency specified by the applicable Borrower, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks Borrower and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may beLenders, and such Eurocurrency Rate Advances Revolving Loans shall not be denominated in such currency Agreed Currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing Date in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicablethe case may be, as Base Floating Rate AdvancesLoans, unless the applicable Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xa) in the case of a requested Borrowing, it elects not to borrow on such date or (yb) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which provided that (i) the denomination of such Advances Revolving Loans in such different Agreed Currency would in the opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Required Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Lenders be practicable and (ii) such borrowing shall be in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicablemay be.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III and this Article II with respect to any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency EURIBOR Rate Advances or RFR Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may be, and such Eurocurrency EURIBOR Rate Advances or RFR Advances shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency EURIBOR Rate Advance or RFR Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency EURIBOR Rate Advance or RFR Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable.

Market disruption. Notwithstanding the satisfaction of all applicable conditions referred to in Article III Articles II, III, and this Article II V, with respect to any Borrowing or Letter of Credit to be denominated in any Agreed Currency other than DollarsForeign Currency, if (i) there shall occur on or prior to the date of such Borrowing, Borrowing or the continuation, Conversion or Redenomination Letter of such Borrowing in or to an Agreed Currency other than Dollars, Credit any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls which would, in the reasonable opinion of the Administrative Agent or interest rate quotation sources which would the Issuing Lender make it impracticable for the Borrowing or Letter of Credit to be denominated in the Foreign Currency specified by the Borrower or (iii) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Administrative Agent or the Banks having at least 66-2/3% Issuing Lender a Dollar Equivalent amount of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency Rate Advances comprising such Borrowing to be denominated in the Agreed Foreign Currency specified by the applicable Borroweris not readily calculable, then the Administrative Agent shall forthwith give notice thereof to such the Borrower, the Local Currency Banks Lenders and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the BanksIssuing Lender, as the case may beapplicable, and (a) if a Borrowing, such Eurocurrency Rate Advances Borrowing shall not be denominated in such currency Foreign Currency but shall be made on the requested date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount Equivalent amount (rounded up to the nearest $100,000) of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, request as applicable, as Base Rate AdvancesABR Loans, unless the applicable Borrower notifies the Administrative Agent at least one (1) Business Day before prior to such date Borrowing that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the reasonable opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount Equivalent amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrowerrequest, and the Eurocurrency Rate Advance (b) if a Letter of Credit, such Bank as part Letter of such Borrowing Credit shall not be denominated issued in such currency Foreign Currency, but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, issued in Dollars, Dollars in an aggregate principal a face amount equal to the Dollar Amount Equivalent amount of the aggregate principal face amount specified in the related request or Application for such Letter of such Bank’s Advance, as a Base Rate AdvanceCredit (rounded up to the nearest $100,000), unless the applicable Borrower notifies the Administrative Agent at least one (1) Business Day before prior to the issuance of such date Letter of Credit that (xI) in the case of a requested Borrowing, it elects not to borrow request the issuance of such Letter of Credit on such date or (yII) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow have such Letter of Credit issued on such date in a different Agreed Currency, or continue as the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currencycase may be, in which the denomination of all such Advances as part Letter of such Borrowing Credit would in the reasonable opinion of the AgentIssuing Lender, the Majority Local Currency Banks (in Administrative Agent and the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Lenders be practicable and in an aggregate principal face amount equal to the Dollar Amount Equivalent amount of the aggregate principal face amount specified in the related Notice request or Application for such Letter of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedCredit, as applicablethe case may be.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III and this Article II with respect to any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Administrative Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency Rate Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable BorrowerBorrowers, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks Borrowers and the Banks, or the applicable Borrower Borrowers shall give notice to the Agent, the Local Currency Banks Administrative Agent and the Banks, as the case may be, and such Eurocurrency Rate Advances shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Revolving Credit Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies Borrowers notify the Administrative Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects they elect not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects they elect to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) Administrative Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Revolving Credit Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable BorrowerBorrowers, then the Administrative Agent shall forthwith give notice thereof to such Borrowerthe Borrowers, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies Borrowers notify the Administrative Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects they elect not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects the elect to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) Administrative Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Revolving Credit Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III 2 and this Article II 4 with respect to any Borrowing Credit Extension in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Credit Extension any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersAgent, the Majority Local Currency Banks (in Required Lenders and, if the case of requested Credit Extension is to be a Local Currency Borrowing)Facility LC, the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan BorrowingLC Issuer, make it impracticable for the Eurocurrency Rate Advances Loans or Facility LC comprising such Borrowing Credit Extension to be denominated in the Agreed Currency specified by the applicable a Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and Lenders, and, if the Banks, or the applicable Borrower shall give notice requested Credit Extension is to the Agentbe a Facility LC, the Local Currency Banks and the Banks, as the case may beLC Issuer, and such Eurocurrency Rate Advances Loans or Facility LC shall not be denominated in such currency Agreed Currency but shall shall, in the case of Loans, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing Date in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice or Conversion/Continuation Notice, as the case may be, as Floating Rate Loans, or, in the case of Borrowinga Facility LC, or be issued in Dollars, in a face amount equal to the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advancesface amount specified in the related notice of a request for issuance of such Facility LC received from a Borrower, unless the applicable in either case such Borrower notifies the Agent at least one (1) Business Day before the Borrowing Date or date of issuance of such date Facility LC that (xi) in the case of a requested Borrowing, it elects not to borrow obtain such Credit Extension on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow obtain such Credit Extension on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Credit Extension would in the opinion of the Agent, the Majority Local Currency Banks (in Required Lenders and, if the case of requested Credit Extension is to be a Local Currency Borrowing) or Facility LC, the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan BorrowingLC Issuer, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice, Conversion/Continuation Notice or notice of Borrowing, or the Dollar Amount a request for issuance of the Advances being continued, Converted or Redenominateda Facility LC, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicablemay be.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III and this Article II with respect to any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an any Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency Rate Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may be, and such Eurocurrency Rate Advances shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, Borrowing as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, Currency in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, Borrowing or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, Borrowing in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, Currency in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing to be effected in any Agreed Currency other than DollarsForeign Currency, if (i) there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) would, in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Administrative Agent or the Banks Revolving Lenders having at least 66-2/3such time Revolving Credit Exposures and unused Revolving Commitments representing more than 50% of the Available sum of the total Revolving Credit Exposures and unused Revolving Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the applicable Eurocurrency Rate Advances comprising such Borrowing Borrowings to be denominated in the Agreed Currency specified by the applicable BorrowerBorrower or (ii) an Equivalent Amount of such currency is not readily calculable, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks Borrower and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may beLenders, and such Eurocurrency Rate Advances Borrowing shall not be denominated in such currency Agreed Currency but shall shall, except as otherwise set forth in Section 2.07, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Borrowing Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicablethe case may be, as Base Rate AdvancesABR Loans, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xa) in the case of a requested Borrowing, it elects not to borrow on such date or (yb) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances would Loans would, in the reasonable opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks Administrative Agent and Revolving Lenders having at least 66-2/3such time Revolving Credit Exposures and unused Revolving Commitments representing more than 50% of the Available sum of the total Revolving Credit Exposures and unused Revolving Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Borrowing Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicablemay be.

Market disruption. Notwithstanding the satisfaction of all conditions referred to (a) If, in Article III and this Article II with respect relation to any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, exchange controls or interest rate quotation sources which would proposed LIBOR Advance: (i) where LIBOR is to be determined by reference to the Reference Lenders and no, or only one, Reference Lender is able to supply a rate for the purposes of determining LIBOR or the Administrative Agent otherwise determines (which determination shall be conclusive and binding on all the Contracting Parties) that adequate and fair means do not exist for ascertaining LIBOR relative to the LIBOR Advance; or (ii) the Administrative Agent receives notification: (A) from Lenders participating in more than 50 percent by value of the proposed LIBOR Advance that, in their opinion, Dollar deposits of equal duration to the Term requested will not be available to them in the reasonable opinion London Interbank Market in the ordinary course of business in sufficient amounts to fund their LIBOR Advance for that Term; or (B) from Lenders participating in more than 50 percent by value of the Borrowersproposed LIBOR Advance that, by reason of circumstances affecting the London Interbank Market, the Majority Local Currency Banks (cost to them of deposits obtained in the case London Interbank Market to fund their LIBOR Advances would be in excess of the relevant LIBOR, the Administrative Agent shall, promptly serve a notice (a "Suspension Notice") on the Borrower and the Lenders stating that a suspension event has occurred and that this Clause 9 is in operation. (b) After a Suspension Notice has been served: (i) notwithstanding any other provision of this Agreement, the LIBOR Advance to which such Suspension Notice relates shall not be made; (ii) no further Requests for a LIBOR Advance or for interest to be calculated on a LIBOR basis may be delivered by the Borrower until the Administrative Agent notifies the Borrower that the event specified in the Suspension Notice no longer prevails, which the Administrative Agent shall do as soon as practicable after so ascertaining; (iii) if the Borrower so requires, within five Business Days of service of a Local Currency Borrowing)Suspension Notice, the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency Rate Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks Lenders and the Banks, or Administrative Agent shall enter into negotiations (which the applicable Borrower shall give notice to Administrative Agent on behalf of the Agent, the Local Currency Banks and the Banks, as the case may be, and such Eurocurrency Rate Advances Lenders shall not be denominated in such currency but shall be made on the date obliged to continue for a period of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (xmore than 30 days) in good faith with view to agreeing a substitute basis for determining the case rate of a requested Borrowinginterest and/or funding applicable to any future LIBOR Advances; and (iv) any substitute basis agreed under sub-paragraph above shall, it elects not to borrow on such date or (y) in with the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination prior consent of all such Advances as part of such Borrowing would the Lenders, take effect in accordance with its terms and be binding on all the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicableContracting Parties.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III and this Article II 2 and in Article 4 with respect to any Borrowing Eurocurrency Loan denominated in any Agreed Currency other than Dollarsan Alternate Currency, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Eurocurrency Loan any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersBorrower, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Administrative Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the such Eurocurrency Rate Advances comprising such Borrowing Loan to be denominated in the Agreed Currency Alternate Currency, specified by the applicable Borrower, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks Borrower and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may beLenders, and such Eurocurrency Rate Advances Loan shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing Date in Dollars, in an aggregate principal amount equal to the Dollar Amount Equivalent of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedBorrowing Request, as applicable, as Base Reference Rate AdvancesLoans, unless the applicable Borrower notifies the Administrative Agent at least one three (13) Business Day Days before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Alternate Currency, in which the denomination of such Advances Loans would in the opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount Equivalent of the aggregate principal amount specified in the related Notice Borrowing Request; provided that neither the Administrative Agent nor the Required Lenders shall be entitled to make a determination of Borrowing, impracticability pursuant to this Section 2.23 unless the Administrative Agent or the Dollar Amount of the Advances being continued, Converted or RedenominatedRequired Lenders, as applicable, have made such determination under similar credit facilities with similarly situated borrowers (to the extent the Administrative Agent or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or RedenominatedRequired Lenders, as applicable, in Dollars, in an aggregate principal amount equal have the right under such similar credit facilities to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicabledo so).

Market disruption. (a) Notwithstanding anything to the satisfaction of all conditions referred to contrary in Article III and this Article II with respect to any Borrowing in any Agreed Currency other than DollarsAgreement, if there the Agent determines (which determination shall occur on or prior to the date of such Borrowingbe conclusive absent manifest error), or the continuationMajority Banks notify the Agent (with a copy to the Borrowers) that the Majority Banks have determined, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, exchange controls or interest rate quotation sources which would that: (i) in adequate and reasonable means do not exist for ascertaining the reasonable opinion Eurocurrency Rate for any requested Interest Period, including, without limitation, because the Eurocurrency Base Rate is not available or published on a current basis and such circumstances are unlikely to be temporary; or (ii) the supervisor for the administrator of the BorrowersEurocurrency Base Rate or a Governmental Authority having jurisdiction over the Agent has made a public statement identifying a specific date after which the Eurocurrency Base Rate shall no longer be made available, or used for determining the interest rate of loans (such specific date, the Majority Local Currency Banks (in “Scheduled Unavailability Date”), then, after such determination by the case Agent or receipt by the Agent of a Local Currency Borrowing)such notice, as applicable, the Agent and the Borrowers may amend this Agreement to replace the Eurocurrency Base Rate with an alternate benchmark rate (including any mathematical or other adjustments to the Banks having at least 66-2/3% benchmark (if any) incorporated therein) that has been broadly accepted by the syndicated loan market in the United States in lieu of the Available Revolving Credit CommitmentsEurocurrency Base Rate provided, in the case of a Revolving Credit Borrowingthat, or 66-2/3% of the then aggregate outstanding Term Loan Advancesif such alternate benchmark rate as so determined is below 0.75%, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency Rate Advances comprising such Borrowing will be deemed to be denominated 0.75% for purposes of this Agreement (any such proposed rate, a “LIBOR Successor Rate”), together with any proposed LIBOR Successor Rate Conforming Changes and, notwithstanding anything to the contrary in Section 8.01, any such amendment shall become effective at 5:00 p.m. (New York time) on the Agreed Currency specified by the applicable Borrower, then fifth Business Day after the Agent shall forthwith give notice thereof have posted such proposed amendment to such Borrower, the Local Currency all Banks and the BanksBorrowers unless, or prior to such time, Banks comprising the applicable Borrower shall give notice Majority Banks have delivered to the AgentAgent notice that such Majority Banks do not accept such amendment. If no LIBOR Successor Rate has been determined and the circumstances under clause (i) above exist, the Local Currency obligation of the Banks and the Banks, as the case may be, and such to make or maintain Eurocurrency Rate Advances shall not be denominated in such currency but shall be made on suspended (to the date extent of the affected Eurocurrency Rate Advances or Interest Periods). Upon receipt of such Borrowingnotice, the Borrowers may revoke any pending request for a Eurocurrency Borrowing of, conversion to or continued, Converted or Redenominated, as applicable, on the date continuation of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal Eurocurrency Rate Advances (to the Dollar Amount extent of the aggregate principal amount specified in the related Notice affected Eurocurrency Rate Advances or Interest Periods) or, failing that, will be deemed to have converted such request into a request for a Borrowing of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III and this Article II with respect to any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency Rate Advances or RFR Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may be, and such Eurocurrency Rate Advances or RFR Advances shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance or RFR Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance or RFR Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III non-availability ----------------------------------- (a) If and this Article II with respect to whenever, at any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or time prior to the date making of such Borrowing, an Advance the London interbank offered rates for deposits of the currency in question for the relevant period are not displayed on the relevant page of the ▇▇▇▇▇▇ Monitor Money Rates Service (or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, exchange controls or interest rate quotation sources which would replacement therefor) and: (i) in the reasonable opinion of Agent shall have determined, after consultation with the Borrowers, the Majority Local Currency Reference Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitmentswhich determination shall, in the case absence of a Revolving Credit Borrowingmanifest error, be conclusive), that adequate and fair means do not exist for ascertaining LIBOR during such Term; or (ii) none or 66-2/3% only one of the then aggregate outstanding Term Loan AdvancesReference Banks supplies the Agent with a quotation for the purpose of calculating LIBOR; or (iii) the Agent shall have received notification from Banks with Contributions aggregating not less than one-third of the total of the Advances (or, prior to the first Drawdown Date, Commitments aggregating not less than one-third of the Total Commitments) that deposits in Guilders are not available to such Banks in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency Rate Advances comprising such Borrowing to be denominated London Interbank Market in the Agreed Currency specified by ordinary course of business in sufficient amounts to fund their Contributions to such Advance or that LIBOR does not accurately reflect the applicable Borrower, then cost to such Banks of obtaining such deposits; the Agent shall forthwith give notice thereof (a "DETERMINATION NOTICE") to such Borrower, the Local Currency Parent and to each of the Banks and such Advance shall not be made. A Determination Notice shall contain particulars of the Banks, or relevant circumstances giving rise to its issue. (b) After the applicable Borrower giving of any Determination Notice the undrawn amount of the Total Commitments shall give notice not be borrowed until the circumstances giving rise to the Agentissue of the Determination Notice have ceased. (c) During the period of 10 days after any Determination Notice has been given by the Agent under clause 5.6(a), each Bank shall certify an alternative basis (the Local Currency Banks and the Banks"SUBSTITUTE BASIS") for making available or, as the case may be, and such Eurocurrency Rate Advances shall not be denominated in such currency maintaining its contribution to the Advance. The Substitute Basis may (without limitation) include alternative interest periods, alternative currencies or alternative rates of interest but shall include a margin above the cost of funds including Additional Cost, if any, to such Bank equivalent to the Margin. Each Substitute Basis so certified shall be made on binding upon the Borrowers and shall take effect in accordance with its terms from the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Determination Notice of Borrowing, or the Dollar Amount until such time as none of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount circumstances specified in clause 5.6 (a) continues to exist whereupon the related Notice normal interest rate fixing provisions of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent this Agreement shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicableapply.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III and this Article II with respect to any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the applicable Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency EURIBOR Rate Advances or RFR Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may be, and such Eurocurrency EURIBOR Rate Advances or RFR Advances shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion of the Agent, the applicable Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency EURIBOR Rate Advance or RFR Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency EURIBOR Rate Advance or RFR Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the applicable Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Borrowing or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable.. Caterpillar: Confidential Green 58

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III 2 and this Article II 4 with respect to any Borrowing Credit Extension in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Credit Extension any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersAgent, the Majority Local Currency Banks (in Required Lenders and, if the case of requested Credit Extension is to be a Local Currency Borrowing)Facility LC, the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan BorrowingLC Issuer, make it impracticable for the Eurocurrency Rate Advances Loans or Facility LC comprising such Borrowing Credit Extension to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such the Borrower, the Local Currency Banks and Lenders, and, if the Banks, or the applicable Borrower shall give notice requested Credit Extension is to the Agentbe a Facility LC, the Local Currency Banks and the Banks, as the case may beLC Issuer, and such Eurocurrency Rate Advances Loans or Facility LC shall not be denominated in such currency Agreed Currency but shall shall, in the case of Loans, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing Date in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice or Conversion/Continuation Notice, as the case may be, as Floating Rate Loans, or, in the case of Borrowinga Facility LC, or be issued in Dollars, in a face amount equal to the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advancesface amount specified in the related notice of a request for issuance of such Facility LC received from the Borrower, unless in either case the applicable Borrower notifies the Agent at least one (1) Business Day before the Borrowing Date or date of issuance of such date Facility LC that (xi) in the case of a requested Borrowing, it elects not to borrow obtain such Credit Extension on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow obtain such Credit Extension on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Credit Extension would in the opinion of the Agent, the Majority Local Currency Banks (in Required Lenders and, if the case of requested Credit Extension is to be a Local Currency Borrowing) or Facility LC, the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan BorrowingLC Issuer, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice, Conversion/Continuation Notice or notice of Borrowing, or the Dollar Amount a request for issuance of the Advances being continued, Converted or Redenominateda Facility LC, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicablemay be.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III and this Article II with respect to any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency EURIBOR Rate Advances or RFR Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may be, and such Eurocurrency EURIBOR Rate Advances or RFR Advances shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the 45 Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency EURIBOR Rate Advance or RFR Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency EURIBOR Rate Advance or RFR Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Borrowing or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable.

Market disruption. Notwithstanding If the satisfaction Administrative Agent shall have determined that by reason of all conditions referred to circumstances affecting the relevant markets for deposits in Article III the relevant currencies generally, adequate and this Article II with respect to any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or prior reasonable means do not exist for ascertaining the interest rate applicable to the date of such BorrowingLibor Loans or any part thereof, for any Selected Period, or the continuationAdministrative Agent shall receive a notice from any Affected Lender that: 17.1.1 by reason of circumstances affecting the relevant markets generally, Conversion deposits in the relevant currencies are not available to such Affected Lender in such market in the ordinary course of business in sufficient amounts to enable it to make a Libor Loan for any Selected Period; or 17.1.2 by reason of any Change in Law, it is impracticable for such Affected Lender to make or Redenomination maintain a Libor Loan for any Selected Period; the Administrative Agent shall promptly give notice of such Borrowing in or determination to an Agreed Currency other than Dollarsthe Borrower and the Finance Parties, any change in national or international financial, political or economic conditions or currency exchange rates, exchange controls or interest rate quotation sources which would and until the Administrative Agent notifies the Borrower and the Finance Parties that the circumstances giving rise to such notice no longer exist (i) in if any Conversion Request requests the reasonable opinion conversion of any Loan into, or the Borrowerscontinuation of any Loan as, the Majority Local Currency Banks a Libor Loan (in the case of a Local Currency Borrowingif applicable), the Agent obligations of all such Affected Lenders to convert or continue any such Loan shall be suspended and the Banks having at least 66-2/3% portion of any such Loan to be advanced by such Affected Lenders shall be converted into or continued as US Base Rate Loan on the last day of the Available Revolving Credit Commitmentsapplicable Selected Period, in the case and (ii) if any Draw Request requests any Loan by way of a Revolving Credit BorrowingLibor Loan (if applicable), or 66-2/3% the obligations of all such Affected Lenders to make any such Loan shall be suspended and the then aggregate outstanding Term portion of any such Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency Rate Advances comprising such Borrowing to be denominated in the Agreed Currency specified advanced by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may be, and such Eurocurrency Rate Advances shall not be denominated in such currency but Affected Lenders shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as a US Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicableLoan.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article II and Article III and this Article II with respect to any Borrowing in any Agreed Swingline Currency or Syndicated Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing)Swingline Lender, the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit CommitmentsRequired Banks, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowingas applicable, make it impracticable for the Eurocurrency Rate Advances Loans comprising such Borrowing to be denominated in the applicable Agreed Swingline Currency or Syndicated Currency, specified by the applicable relevant Borrower, then the Swingline Lender or the Agent as applicable, shall forthwith give notice thereof to such Borrower, the Local Currency Banks Borrower and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may be, and such Eurocurrency Rate Advances Loans shall not be denominated in such currency Agreed Swingline Currency or Syndicated Currency, but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing Date in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of BorrowingBorrowing or Conversion/Continuation Notice, as the case may be, as Floating Rate Loans, unless such Borrower notifies the Swingline Lender or the Dollar Amount of the Advances being continued, Converted or RedenominatedAgent, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one four (14) Eurocurrency Business Day Days or such shorter period of time agreed to by the Swingline Lender or the Agent, as applicable, before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Swingline Currency or Syndicated Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) Swingline Lender or the Banks having at least 66-2/3% of Agent and the Available Revolving Credit CommitmentsRequired Banks, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowingas applicable, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Borrowing or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicablemay be.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III and this Article II with respect to any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the applicable Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency EURIBOR Rate Advances or RFR Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may be, and such Eurocurrency EURIBOR Rate Advances or RFR Advances shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion of the Agent, the applicable Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency EURIBOR Rate Advance or RFR Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency EURIBOR Rate Advance or RFR Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the applicable Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III and this Article II with respect to any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency EURIBOR Rate Advances or RFR Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may be, and such Eurocurrency EURIBOR Rate Advances or RFR Advances shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency EURIBOR Rate Advance or RFR Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency EURIBOR Rate Advance or RFR Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such 45 Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Borrowing or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable.

Market disruption. Notwithstanding the satisfaction of all ----------------- conditions referred to in Article III II and this Article II IV with respect to any Borrowing Subsidiary Borrower Advance in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Subsidiary Borrower Advance any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Loans comprising such Borrowing Subsidiary Borrower Advance to be denominated in the Agreed Currency specified by the applicable Subsidiary Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks Subsidiary Borrower and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may beLenders, and such Eurocurrency Rate Advances Subsidiary Borrower Loans shall not be denominated in such currency Agreed Currency but shall shall, except as otherwise set forth in Section 2.14, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing Date in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice of Borrowing, and/or Conversion/Continuation Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicablethe case may be, as Base Floating Rate AdvancesLoans, unless the applicable Subsidiary Borrower notifies the Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Subsidiary Borrower Loans would in the opinion of the Agent, Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice of Borrowing, and/or Conversion/Continuation Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicablemay be.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article II and Article III and this Article II with respect to any Borrowing in any Agreed Currency or Syndicated Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing)Swingline Lender, the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit CommitmentsRequired Banks, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowingas applicable, make it impracticable for the Eurocurrency Rate Advances Loans comprising such Borrowing to be denominated in the applicable Agreed Currency or Syndicated Currency, specified by the applicable relevant Borrower, then the Swingline Lender or the Agent as applicable, shall forthwith give notice thereof to such Borrower, the Local Currency Banks Borrower and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may be, and such Eurocurrency Rate Advances Loans shall not be denominated in such currency Agreed Currency or Syndicated Currency, but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing Date in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of BorrowingBorrowing or Conversion/Continuation Notice, as the case may be, as Floating Rate Loans, unless such Borrower notifies the Swingline Lender or the Dollar Amount of the Advances being continued, Converted or RedenominatedAgent, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) four Eurocurrency Business Day Days or such shorter period of time agreed to by the Swingline Lender or the Agent, as applicable, before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency or Syndicated Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) Swingline Lender or the Banks having at least 66-2/3% of Agent and the Available Revolving Credit CommitmentsRequired Banks, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowingas applicable, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Borrowing or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable.may be. 56 SIDLEY ▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Credit Event to be effected in any Agreed Currency other than DollarsForeign Currency, if (i) there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Credit Event any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersAdministrative Agent, the Majority Local Currency Banks any Issuing Bank (in the case if such Credit Event is a Letter of a Local Currency Borrowing), the Agent Credit) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Borrowings or Letters of Credit comprising such Borrowing Credit Event to be denominated in the Agreed Currency specified by the applicable Company, on behalf of itself or the Canadian Borrower, or (ii) an Equivalent Amount of such currency is not readily calculable, then the Administrative Agent shall forthwith give notice thereof to such the Company, on behalf of itself or the Canadian Borrower, the Local Currency Banks and the BanksLenders and, or the applicable Borrower shall give notice to the Agentif such Credit Event is a Letter of Credit, the Local Currency Banks and the Issuing Banks, as the case may be, and such Eurocurrency Rate Advances Credit Events shall not be denominated in such currency Agreed Currency but shall shall, except as otherwise set forth in Section 2.07, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Credit Event in Dollars, (a) if such Credit Event is a Borrowing to be made to the Company, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, request for a Credit Event or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicablethe case may be, as Base Rate AdvancesABR Loans, unless the applicable Borrower Company notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the reasonable opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice request for a Credit Event or Interest Election Request, as the case may be or (b) if such Credit Event is a Letter of Borrowing, or Credit to be issued for the Dollar Amount account of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicableCompany, in Dollars, in an aggregate principal a face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related request or application for such Letter of such Bank’s Advance, as a Base Rate AdvanceCredit, unless the applicable Borrower Company notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow request the issuance of such Letter of Credit on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow have such Letter of Credit issued on such date in a different Agreed Currency, or continue as the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currencycase may be, in which the denomination of all such Advances as part Letter of such Borrowing Credit would in the reasonable opinion of the AgentIssuing Banks, the Majority Local Currency Banks (in Administrative Agent and the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related Notice request or application for such Letter of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedCredit, as applicablethe case may be.

Market disruption. Notwithstanding the satisfaction of all applicable conditions referred to in Article III and this Article II with respect to the making, converting or continuing of any Borrowing in Multicurrency Syndicated Advance or issuing or extending any Agreed Currency other than DollarsMulticurrency Letter of Credit, if there shall occur on or prior to the date of such Borrowingmaking, converting or the continuation, Conversion continuing any Multicurrency Syndicated Advance or Redenomination issuing or extending any Multicurrency Letter of such Borrowing in or to an Agreed Currency other than Dollars, Credit any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Multicurrency Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Multicurrency Syndicated Advances comprising such Borrowing or the Multicurrency Letters of Credit to be denominated in the Agreed Foreign Currency specified by the applicable Multicurrency Borrower, then the Multicurrency Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks Multicurrency Borrowers and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may beLenders, and such Eurocurrency Rate Advances Multicurrency Syndicate Advance or Multicurrency Letter of Credit, as applicable, shall not be denominated in such currency Foreign Currency but shall be made on the such borrowing, conversion or continuation date of or such Borrowing, issuance or continued, Converted or Redenominated, as applicable, on the extension date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount Equivalent of the aggregate principal amount specified in the related Multicurrency Syndicated Borrowing Notice, Notice of Borrowing, Continuation or the Dollar Amount Multicurrency Letter of the Advances being continued, Converted or RedenominatedCredit Request, as applicablethe case may be: (a) with respect to any Multicurrency Syndicated Advance, as a Domestic Syndicated Advance denominated in Dollars bearing interest based upon the Base Rate AdvancesRate, unless the applicable Multicurrency Borrower notifies the Multicurrency Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date date, or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Foreign Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Multicurrency Syndicated Loan would in the opinion of the Agent, Multicurrency Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount Equivalent of the aggregate principal amount specified in the related Multicurrency Syndicated Borrowing Notice or Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedMulticurrency Continuation, as applicable, or the case may be; and (iib) in the reasonable opinion with respect to any Multicurrency Letter of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or RedenominatedCredit, as applicable, a Domestic Letter of Credit denominated in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Multicurrency Borrower notifies the Multicurrency Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow request a Domestic Letter of Credit on such date date, or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow request a Multicurrency Letter of Credit on such date in a different Agreed Foreign Currency, or continue as the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currencycase may be, in which the denomination of all such Advances as part Multicurrency Letter of such Borrowing Credit would in the opinion of the Agent, Multicurrency Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount Equivalent of the aggregate principal amount specified in the related Notice Multicurrency Letter of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicableCredit Request.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III and this Article II with respect to any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the applicable Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency EURIBOR Rate Advances or RFR Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may be, and such Eurocurrency EURIBOR Rate Advances or RFR Advances shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion of the Agent, the applicable Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency EURIBOR Rate Advance or RFR Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency EURIBOR Rate Advance or RFR Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the applicable Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable.

Market disruption. (a) If, after the designation by the Lenders of any currency as an Agreed Currency, (x) currency control or other exchange regulations are imposed in the country in which such currency is issued with the result that different types of such currency are introduced, (y) such currency is, in the determination of the Administrative Agent, no longer readily available or freely traded or (z) in the determination of the Administrative Agent, an Equivalent Amount of such currency is not readily calculable, the Administrative Agent shall promptly notify the Lenders and each Borrower, and such currency shall no longer be an Agreed Currency until such time as all of the Lenders agree to reinstate such currency as an Agreed Currency and promptly, but in any event within five Business Days of receipt of such notice from the Administrative Agent, each Borrower shall repay all Loans in such affected currency or convert such Loans into Loans in another Agreed Currency, subject to the other terms set forth in Article 2. (b) Notwithstanding the satisfaction of all conditions referred to in Article III 2 and this Article II 4 with respect to any Borrowing Advance in any Agreed Currency other than DollarsCurrency, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Advance any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Administrative Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Loans comprising such Borrowing Advance to be denominated in the Agreed Currency specified by the applicable a Borrower, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks Borrower and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may beLenders, and such Eurocurrency Rate Advances Loans shall not be denominated in such currency Agreed Currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing Date in DollarsEuro, in an aggregate principal amount equal to the Dollar Euro Amount of the aggregate principal amount specified in the related Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate AdvancesContinuation Notice, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedContinuation Notice, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicablemay be.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III and this Article II with respect to any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency EURIBOR Rate Advances or RFR Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may be, and such Eurocurrency EURIBOR Rate Advances or RFR Advances shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency EURIBOR Rate Advance or RFR Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency EURIBOR Rate Advance or RFR Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable.. Caterpillar: Confidential Green

Market disruption. Notwithstanding If within one Business Day after the satisfaction of all conditions referred to in Article III and this Article II Interest Rate Determination Date for any Interest Period with respect to any Borrowing Eurodollar Rate Loans or HIBOR Rate Loans the Administrative Agent receives notifications from a Lender, or Lenders, holding more than 50% of the aggregate principal amount of such Loans (any such Lender or Lenders, “Market Disruption Lenders”) that the cost to it or them of obtaining matching deposits in the London interbank market or the Hong Kong interbank market, respectively, would be in excess of the Adjusted Eurodollar Rate or the HIBOR Rate, as the case may be (a “Market Disruption Event”), then, the rate of interest for such Loans for such Interest Period shall be the percentage rate per annum which is the sum of (i) the Applicable Margin and (ii) the percentage rate per annum notified by the Lender of each such Loan to the Administrative Agent to be the cost to such Lender of funding such Loan from whatsoever source it may reasonably select (which cost shall take into account the Eurodollar Rate Reserve Percentage for such Interest Period). Upon receipt of notification from the Market Disruption Lenders, the Administrative Agent shall notify the Borrower in writing (which notice shall identify the Market Disruption Lenders) of the occurrence of such Market Disruption Event, and thereafter the Borrower may by telephonic notice to the Administrative Agent, at any Agreed Currency other than Dollars, if there shall occur on or time prior to the Business Day next preceding the date of such Borrowing, Borrowing or the continuation, Conversion or Redenomination first day of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency Rate Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the BanksInterest Period, as the case may be, and such Eurocurrency revoke any pending request for a Borrowing of, conversion to or continuation of Eurodollar Rate Advances shall not be denominated in such currency but shall be made on the date of such Borrowing, Loans or continued, Converted or RedenominatedHIBOR Rate Loans, as applicable, on the date or, failing that, will be deemed to have converted such request into a request for a Borrowing of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested BorrowingLoans denominated in Dollars, it elects not to borrow on such date or Base Rate Loans and (y2) in the case of a requested BorrowingLoans denominated in HK Dollars or Patacas, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue Loans at the applicable Advances in, or Convert or Redenominate HIBOR Rate determined as the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion arithmetic mean of the Agent, the Majority Local Currency rates quoted by Reference Banks in accordance with clause (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (iib) in the reasonable opinion definition of any Bank, make it impracticable for HIBOR Rate (or if the Eurocurrency HIBOR Rate Advance of such Bank comprising part of such Borrowing which gave rise to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated Market Disruption Event was already determined in such currency but shall be made on manner, at the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Alternate HK Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (xRate) in the case amount specified therein. If a Market Disruption Event occurs and the Administrative Agent or the Borrower so requires, the Administrative Agent and the Borrower shall enter into negotiations (for a period of not more than 30 days) with a requested Borrowingview to agreeing as substitute basis for determining the rate of interest for Eurodollar Rate Loans or HIBOR Rate Loans, it elects not to borrow on such date or (y) in as the case of a requested Borrowingmay be). Any alternative basis so agreed between the Administrative Agent and the Borrower shall, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue with the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination prior consent of all such Advances as part of such Borrowing would in Lenders and the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan BorrowingBorrower, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicablebinding on all parties hereto.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Credit Event to be effected in any Agreed Currency other than Dollars, if (i) there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Credit Event any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersAdministrative Agent, the Majority Local Currency Banks Issuing Bank (in the case if such Credit Event is a Letter of a Local Currency Borrowing), the Agent Credit) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Borrowings or Letters of Credit comprising such Borrowing Credit Event to be denominated in the Agreed Currency specified by the applicable Borrower, (ii) such currency is no longer an Eligible Currency or (iii) an Equivalent Amount of such currency is not readily calculable, then the Administrative Agent shall forthwith give notice thereof to such the Borrower, the Local Currency Banks and the BanksLenders and, or the applicable Borrower shall give notice to the Agentif such Credit Event is a Letter of Credit, the Local Currency Banks and the Banks, as the case may beIssuing Bank, and such Eurocurrency Rate Advances Credit Events shall not be denominated in such currency Agreed Currency but shall shall, except as otherwise set forth in Section 2.07, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Credit Event in Dollars, (a) if such Credit Event is a Borrowing, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Credit Event Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicablethe case may be, as Base Rate AdvancesABR Loans, unless the applicable Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Credit Event Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicable, the case may be or (iib) in the reasonable opinion if such Credit Event is a Letter of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicableCredit, in Dollars, in an aggregate principal a face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related request or application for such Letter of such Bank’s Advance, as a Base Rate AdvanceCredit, unless the applicable Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow request the issuance of such Letter of Credit on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow have such Letter of Credit issued on such date in a different Agreed Currency, or continue as the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currencycase may be, in which the denomination of all such Advances as part Letter of such Borrowing Credit would in the opinion of the AgentIssuing Bank, the Majority Local Currency Banks (in Administrative Agent and the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related Notice request or application for such Letter of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedCredit, as applicablethe case may be.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Multi-Currency Revolving Advance in any Agreed Currency other than Dollars, any Foreign Currency Swing Loan or any Euro Swing Loan, if there shall occur on or prior to the date of such BorrowingMulti-Currency Revolving Advance, Foreign Currency Swing Loan or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Euro Swing Loan any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) would, in the reasonable opinion of the Borrowers, the Majority Local Currency Banks Administrative Agent or (x) in the case of a Local Multi-Currency Borrowing)Revolving Advance, the Agent or the Banks having at least 66Multi-2/3% of the Available Revolving Credit CommitmentsCurrency Required Lenders, (y) in the case of a Revolving Credit BorrowingForeign Currency Swing Loan, the Appropriate Foreign Currency Swing Lender, or 66-2/3% of the then aggregate outstanding Term Loan Advances, (z) in the case of a Term Loan BorrowingEuro Swing Loan, the Euro Swing Lender, make it illegal or impracticable for the Eurocurrency Rate Advances Loans comprising such Borrowing Multi-Currency Revolving Advance to be denominated in the Agreed Currency specified by the applicable Borrower, then a Foreign Currency Swing Loan to be made in the Appropriate Foreign Currency or a Euro Swing Loan to be made in Euros, then: (a) in the case of a Multi-Currency Revolving Advance, the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks Borrower and the BanksRevolving Lenders, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may be, and such Eurocurrency Rate Advances requested Multi-Currency Revolving Loans shall not be denominated in such currency Agreed Currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing Date in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Advance Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicablethe case may be, as Base Rate AdvancesLoans, unless the applicable Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in Currency (which the denomination of such Advances would in the reasonable opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency BorrowingRequired Lenders be legal and practicable) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Advance Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicable, or the case may be; (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (xb) in the case of a requested BorrowingForeign Currency Swing Loan, it elects not the Appropriate Foreign Currency Swing Lender shall have no obligation to borrow on make such date or Foreign Currency Swing Loan and (yc) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the AgentEuro Swing Loan, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal Euro Swing Lender shall have no obligation to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicablemake such Euro Swing Loan.

Market disruption. Notwithstanding (a) If the satisfaction Agent requests a quotation from the applicable Reference Banks and any of all conditions those Reference Banks does not supply an offered rate by 11.30 a.m. (or, where paragraph (e)(i) below applies, 2.00 p.m.) on a Rate Fixing Day, the applicable LIBOR, or as the case may be EURIBOR, shall, subject to paragraph (b) below, be determined on the basis of the quotations of the remaining Reference Banks. (b) If, in relation to any proposed Loan: (i) no, or only one, Reference Bank supplies a rate for the purposes of determining the applicable LIBOR, or as the case may be EURIBOR; or (ii) the Agent receives notification from ▇▇▇ ▇▇▇▇▇ whose participations in a Loan exceed 50 per cent. of that Loan that, in their opinion: (A) matching deposits will not be available to them in the relevant interbank market in the ordinary course of business to fund their participations in that Loan for the relevant Term; or (B) matching deposits in any Optional Currency may not be available to them in the relevant interbank market in the ordinary course of business to fund their participations in that Loan for the relevant Term; or (C) the cost to them of obtaining matching deposits in the relevant interbank market would be in excess of LIBOR or EURIBOR (as the case may be) for the relevant Term, the Agent shall promptly notify the Company and the relevant ▇▇▇ ▇▇▇▇▇ of the fact and that this Clause 13 is in operation. (c) After any notification under paragraph (b) above which arises in respect of circumstances referred to in Article III and this Article II with respect paragraph (b)(ii)(A) above or which relates to any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, exchange controls or interest rate quotation sources a proposed Loan which would is not a Rollover Loan: (i) the Loan shall not be made; (ii) no further Requests for Loans to be denominated in the reasonable opinion currency of the Borrowersaffected Loan may be delivered until the Agent notifies the Company that the event specified in the notification no longer prevails (which notification the Agent will give as soon as reasonably practicable); (iii) if the Company so requires, within 5 Business Days of receipt of the notification, the Majority Local Currency Banks (Company and the Agent shall enter into negotiations for a period of not more than 30 days with a view to agreeing a substitute basis for determining the rate of interest and/or funding applicable to any future Loan to be denominated in the case currency of the affected Loan; and (iv) any substitute basis agreed under sub-paragraph (iii) above shall be, with the prior consent of all the ▇▇▇ ▇▇▇▇▇, binding on all the Parties. (d) After any notification under paragraph (b) above which is given in respect of circumstances referred to in paragraph (b)(i) or (b)(ii)(C) above and which relates to a Local Currency Borrowing), proposed Loan which is a Rollover Loan: (i) the Loan shall be made and the rate of interest applicable to that Loan shall be calculated by reference to each RCF Bank’s cost of funding its participation in the Loan by whatever means it may reasonably determine to be appropriate (as certified by the relevant RCF Bank to the Agent or the Banks having as soon as practicable, but in any event at least 66-2/3% two Business Days before the end of the Available Revolving Credit CommitmentsTerm of that Loan (or, in the case of a Revolving Credit BorrowingLoan with a Term longer than 6 months, or 66-2/3% two Business Days before the date falling 6 months after its Drawdown Date)); (ii) if the Company so requires, within 5 Business Days of receipt of the then aggregate outstanding Term notification, the Company and the Agent shall enter into negotiations for a period of not more than 30 days with a view to agreeing a substitute basis for determining the rate of interest and/or funding applicable to any future Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency Rate Advances comprising such Borrowing to be denominated in the Agreed Currency specified by currency of the applicable Borrower, then the Agent affected Loan; and (iii) any substitute basis agreed under sub-paragraph (ii) above shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may be, with the prior consent of all the ▇▇▇ ▇▇▇▇▇, binding on all the Parties. (e) After any notification under paragraph (b) above which arises in respect of circumstances referred to in paragraph (b)(ii)(B) above and such Eurocurrency Rate Advances shall not which relates to a proposed Loan which is a Rollover Loan: (i) any Loan requested in an Optional Currency may, at the request of the Company, be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, euros (so long as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, paragraph (b)(ii)(A) does not apply) in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or its Original Euro Amount; (ii) in the reasonable opinion Term of any Bank, make it impracticable Loan made in accordance with sub-paragraph (i) above shall be one month; (iii) no further Request for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing Loans to be denominated in the Agreed Currency currency of the affected Loan may be delivered until the Agent notifies the Company that the event specified by in the applicable Borrowernotification no longer prevails (which notification the Agent will give as soon as reasonably practicable); (iv) if the Company so requires, then within 5 Business Days of receipt of the notification, the Company and the Agent shall forthwith give notice thereof enter into negotiations for a period of not more than 30 days with a view to such Borrower, and agreeing a substitute basis for determining the Eurocurrency Rate Advance rate of such Bank as part of such Borrowing shall not be interest and/or funding applicable to any future Loan denominated in such the currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount affected Loan; and (v) any substitute basis agreed under sub-paragraph (iv) above shall be, with the prior consent of such Bank’s Advanceall the ▇▇▇ ▇▇▇▇▇, binding on all the Parties. (f) So long as a Base Rate Advanceany substitute or other alternative basis is in force under paragraph (c), unless the applicable Borrower notifies the Agent at least one (1d) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (ye) in the case of a requested Borrowingabove, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, in consultation with the Majority Local Currency Banks relevant Parties, shall from time to time, but no less than monthly, review whether or not the circumstances referred to in paragraph (in the case of b) above still prevail with a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal view to returning to the Dollar Amount normal provisions of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicablethis Agreement.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Credit Event to be effected in any Agreed Currency other than Dollars, if (i) there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Credit Event any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersAdministrative Agent, the Majority Local Currency Banks Issuing Bank (in the case if such Credit Event is a Letter of a Local Currency Borrowing), the Agent Credit) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Borrowings or Letters of Credit comprising such Borrowing Credit Event to be denominated in the Agreed Currency specified by the applicable Borrower, (ii) such currency is no longer an Eligible Currency or (iii) an Equivalent Amount of such currency is not readily calculable, then the Administrative Agent shall forthwith give notice thereof to such the Borrower, the Local Currency Banks and the BanksLenders and, or the applicable Borrower shall give notice to the Agentif such Credit Event is a Letter of Credit, the Local Currency Banks and the Banks, as the case may beIssuing Bank, and such Eurocurrency Rate Advances Credit Events shall not be denominated in such currency Agreed Currency but shall shall, except as otherwise set forth in Section 2.07, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Credit Event in Dollars, (a) if such Credit Event is a Borrowing, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Credit Event Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicablethe case may be, as Base Rate AdvancesABR Loans, unless the applicable Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the reasonable opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Credit Event Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicable, the case may be or (iib) in the reasonable opinion if such Credit Event is a Letter of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicableCredit, in Dollars, in an aggregate principal a face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related request or application for such Letter of such Bank’s Advance, as a Base Rate AdvanceCredit, unless the applicable Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow request the issuance of such Letter of Credit on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow have such Letter of Credit issued on such date in a different Agreed Currency, or continue as the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currencycase may be, in which the denomination of all such Advances as part Letter of such Borrowing Credit would in the reasonable opinion of the AgentIssuing Bank, the Majority Local Currency Banks (in Administrative Agent and the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related Notice request or application for such Letter of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedCredit, as applicablethe case may be.

Market disruption. Notwithstanding If, on the satisfaction date of all conditions issuance of any BAs or on the date referred to in Article III and this Article II with respect to any Borrowing in any Agreed Currency other than Dollarssubsection 5.2.1, if there shall occur on or prior to the date of such BorrowingAffected Lenders, or any Affected Lender, as applicable, determine in good faith and acting reasonably (which determination shall be presumptively correct, absent manifest error) that, by reason of circumstances affecting the continuationinterbank market or the Canadian money market, Conversion as applicable, generally, for any Selected Period, 19.1.1 adequate and fair means do not exist for ascertaining Libor or Redenomination the Discount Rate; or 19.1.2 deposits in the relevant currencies are not available to such Affected Lender(s) in such markets in the ordinary course of business in sufficient amounts to enable it to make a Libor Loan, to accept Drafts or discount BAs; or 19.1.3 it is impracticable or unfeasible for such Borrowing in Affected Lender(s) to accept or discount BAs or to an Agreed Currency other than Dollars, any change in national make or international financial, political or economic conditions or currency exchange rates, exchange controls or interest rate quotation sources which would maintain a Libor Loan (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitmentswhether, in the case of BAs, because there is no market for BAs or because the demand for BAs is insufficient to allow the sale or trading of BAs accepted or to be accepted and purchased hereunder); or 19.1.4 Libor or the Discount Rate is less than the actual cost of making or maintaining a Revolving Credit BorrowingBA or a Libor Loan; then the Affected Lender(s) shall promptly give notice of this situation to the Administrative Agent and the Administrative Agent shall forthwith remit such notice to the Borrowers. Notwithstanding the foregoing, or 66-2/3% any Affected Lender specified under clause (iii) of the then aggregate outstanding Term Loan Advancesdefinition of “Affected Lenders” herein shall (as a condition to claiming Affected Lender status under such clause) provide the Cdn Borrower with a certificate setting forth all relevant information supporting any such determination and, in the case absence of a Term Loan Borrowingdemonstrated error, make it impracticable for the Eurocurrency Rate Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent certificate shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may be, and such Eurocurrency Rate Advances shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount constitute prima facie evidence of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicablesubject matter thereof.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III and this Article II with respect to any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Administrative Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency Rate Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable BorrowerBorrowers, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks Borrowers and the Banks, or the applicable Borrower Borrowers shall give notice to the Agent, the Local Currency Banks Administrative Agent and the Banks, as the case may be, and such Eurocurrency Rate Advances shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Revolving Credit Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies Borrowers notify the Administrative Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects they elect not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects they elect to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) Administrative Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Revolving Credit Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable BorrowerBorrowers, then the Administrative Agent shall forthwith give notice thereof to such Borrowerthe Borrowers, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s �s Advance, as a Base Rate Advance, unless the applicable Borrower notifies Borrowers notify the Administrative Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects they elect not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects the elect to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) Administrative Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Revolving Credit Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Credit Event to be effected in any Agreed Currency other than DollarsForeign Currency, if (i) there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Credit Event any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersAdministrative Agent, the Majority Local Currency Banks any Issuing Bank (in the case if such Credit Event is a Letter of a Local Currency Borrowing), the Agent Credit) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Borrowings or Letters of Credit comprising such Borrowing Credit Event to be denominated in the Agreed Currency specified by the applicable Company, on behalf of itself or the Canadian Borrower, or (ii) an Equivalent Amount of such currency is not readily calculable, then the Administrative Agent shall forthwith give notice thereof to such the Company, on behalf of itself or the Canadian Borrower, the Local Currency Banks and the BanksLenders and, or the applicable Borrower shall give notice to the Agentif such Credit Event is a Letter of Credit, the Local Currency Banks and the Issuing Banks, as the case may be, and such Eurocurrency Rate Advances Credit Events shall not be denominated in such currency Agreed Currency but shall shall, except as otherwise set forth in Section 2.07, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Credit Event in Dollars, (a) if such Credit Event is a Borrowing to be made to the Company, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, request for a Credit Event or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicablethe case may be, as Base Rate AdvancesABR Loans, unless the applicable Borrower Company notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the reasonable opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice request for a Credit Event or Interest Election Request, as the case may be or (b) if such Credit Event is a Letter of Borrowing, or Credit to be issued for the Dollar Amount account of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicableCompany, in Dollars, in an aggregate principal a face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related request or application for such Letter of such Bank’s Advance, as a Base Rate AdvanceCredit, unless the applicable Borrower Company notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow request the issuance of such Letter of Credit on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow have such Letter of Credit issued on such date in a different Agreed Currency, or continue as the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currencycase may be, in which the denomination of all such Advances as part Letter of such Borrowing Credit would in the reasonable opinion of the AgentIssuing Banks, the Majority Local Currency Banks (in Administrative Agent and the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related Notice request or application for such Letter of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedCredit, as applicablethe case may be.

Market disruption. Notwithstanding the ----------------- satisfaction of all conditions referred to in Article III 2 and this Article II 4 with respect to any Borrowing Credit Extension in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Credit Extension any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersAgent, the Majority Local Currency Banks (in Required Lenders and, if the case of requested Credit Extension is to be a Local Currency Borrowing)Facility LC, the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan BorrowingLC Issuer, make it impracticable for the Eurocurrency Rate Advances Loans or Facility LC comprising such Borrowing Credit Extension to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such the Borrower, the Local Currency Banks and Lenders, and, if the Banks, or the applicable Borrower shall give notice requested Credit Extension is to the Agentbe a Facility LC, the Local Currency Banks and the Banks, as the case may beLC Issuer, and such Eurocurrency Rate Advances Loans or Facility LC shall not be denominated in such currency Agreed Currency but shall shall, in the case of Loans, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing Date in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice or Conversion/Continuation Notice, as the case may be, as Floating Rate Loans, or, in the case of Borrowinga Facility LC, or be issued in Dollars, in a face amount equal to the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advancesface amount specified in the related notice of a request for issuance of such Facility LC received from the Company, unless in either case the applicable Borrower notifies the Agent at least one (1) Business Day before the Borrowing Date or date of issuance of such date Facility LC that (xi) in the case of a requested Borrowing, it elects not to borrow obtain such Credit Extension on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow obtain such Credit Extension on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Credit Extension would in the opinion of the Agent, the Majority Local Currency Banks (in Required Lenders and, if the case of requested Credit Extension is to be a Local Currency Borrowing) or Facility LC, the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan BorrowingLC Issuer, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice, Conversion/Continuation Notice or notice of Borrowing, or the Dollar Amount a request for issuance of the Advances being continued, Converted or Redenominateda Facility LC, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicablemay be.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing to be effected in any Agreed Currency other than DollarsForeign Currency, if (i) there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersAdministrative Agent, the Majority Local Currency Banks Issuing Bank (in the case if such Credit Event is a Letter of a Local Currency Borrowing), the Agent Credit) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable impossible for the applicable Eurocurrency Rate Advances Borrowings or Letters of Credit comprising such Borrowing Credit Event to be denominated in the Agreed Currency specified by the applicable BorrowerBorrower or (ii) an Equivalent Amount of such currency is not readily calculable, then the Administrative Agent shall forthwith give notice thereof to such the Borrower, the Local Currency Banks and the BanksLenders and, or the applicable Borrower shall give notice to the Agentif such Credit Event is a Letter of Credit, the Local Currency Banks and the Banks, as the case may beIssuing Bank, and such Eurocurrency Rate Advances Credit Events shall not be denominated in such currency Agreed Currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Credit Event in Dollars, (a) if such Credit Event is a Borrowing, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Borrowing Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicablethe case may be, as Base Rate AdvancesABR Loans, unless the applicable Borrower notifies the Administrative Agent at least one (1) Business Day before such date (provided that the Administrative Agent has given the Borrower at least one (1) Business Day’s notice of such determination; if the Borrower has received less than one (1) Business Day’s notice of such determination the Borrower may notify the Administrative Agent on such date) that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances would Loans would, in the reasonable opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan BorrowingRequired Lenders, be practicable possible and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Borrowing Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicable, the case may be or (iib) in the reasonable opinion if such Credit Event is a Letter of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicableCredit, in Dollars, in an aggregate principal a face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related request or application for such Letter of such Bank’s Advance, as a Base Rate AdvanceCredit, unless the applicable Borrower notifies the Administrative Agent at least one (1) Business Day before such date (provided that the Administrative Agent has given the Borrower at least one (1) Business Day’s notice of such determination; if the Borrower has received less than one (1) Business Day’s notice of such determination the Borrower may notify the Administrative Agent on such date) that (xi) in the case of a requested Borrowing, it elects not to borrow request the issuance of such Letter of Credit on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow have such Letter of Credit issued on such date in a different Agreed Currency, or continue as the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currencycase may be, in which the denomination of all such Advances as part Letter of such Borrowing Credit would in the reasonable opinion of the AgentIssuing Bank, the Majority Local Currency Banks (in Administrative Agent and the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable possible and in an aggregate principal face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related Notice request or application for such Letter of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedCredit, as applicablethe case may be.

Market disruption. Notwithstanding any provision to the satisfaction contrary in the Agreement, in the event that, on a date on which the Reference Rate must be computed for a Drawdown, and as a result of events affecting the interbank market: (a) the Agent, following consultation with the Reference Banks, determines (which determination shall be final and binding on the parties), that it is impossible to compute the Reference Rate for that Drawdown, or (b) the Agent receives one or more notices from one or more Banks accounting for more than 35% of all conditions of the Banks' Commitments that they are unable to secure deposits denominated in French francs on the Paris interbank market for the amount and term desired to finance a Drawdown, or that their cost of obtaining said deposits is greater than the applicable Reference Rate, the Agent shall promptly notify the Borrower and each of the Banks thereof, and the following provisions shall then apply: (A) the Drawdown concern shall not occur and the Bank shall be relieved of their obligation to participate in any new Drawdowns and shall continue to be relieved of said obligation for so long as the consultation provided for in subsection (B) below has not resulted in agreement, or for so long as the circumstances described in subsection (a) and (b) above continue to exist; (B) the Borrower, the Agent and the Bank shall consult with one another for a period of five (5) Business Days following the notice referred to above, in a good faith effort to find a mutually satisfactory replacement reference rate for the Drawdown concerned; (C) if, during this period of five (5) Business Days, the Borrower and the Banks agree in writing on a new method for computing the replacement reference rate, said method shall apply as agreed by the parties, it being understood that the adoption of any replacement rate requires the unanimous consent of the Banks; (D) if the Borrower and the Banks do not succeed in developing a new computation method within the allowed period of five (5) Business Days, the Agent shall provide the Borrower (by means of a notice which shall be final and, absent palpable error, binding on the parties) with a computation method which the Banks shall use to compute the interest owed for the current Interest Period or Periods. This computation method shall reflect the cost incurred by the Banks, i.e., the refinancing of the Drawdowns concerned, any other sum owed under the Bridge Loan, and the Commitment of each Bank, obtained from various sources of financing, including those with different financing periods, increased by the applicable Margin, and shall be retroactive to the beginning of the Interest Period or Periods concerned; (E) notwithstanding the provisions of Article III (D) above, the Borrower may at any time, following computation by the Agent and this Article II the Banks of the applicable replacement reference rates, and provided that said rate or rates continue(s) to apply, (irrevocably) notify the Agent within no fewer than five (5) Business Days that it intends to prepay all such amounts as may be owed with respect to any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency Rate Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may beDrawdowns, and such Eurocurrency Rate Advances shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of pay all such Advances amounts as part of such Borrowing would in may be owed under the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicableBridge Loan.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III ‎II and this Article II ‎IV with respect to any Borrowing Revolving Advance in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Advance any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Administrative Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Loans comprising such Borrowing Revolving Advance to be denominated in the Agreed Currency specified by the applicable Borrower, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks Borrower and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may beLenders, and such Eurocurrency Rate Advances Revolving Loans shall not be denominated in such currency Agreed Currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing Date in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicablethe case may be, as Base Floating Rate AdvancesLoans, unless the applicable Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xa) in the case of a requested Borrowing, it elects not to borrow on such date or (yb) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which provided that (i) the denomination of such Advances Revolving Loans in such different Agreed Currency would in the opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Required 12660163v2 Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Lenders be practicable and (ii) such borrowing shall be in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicablemay be.

Market disruption. Notwithstanding non-availability ----------------------------------- (a) If on the satisfaction Quotation Date in respect of all conditions referred to the proposed Drawdown Date or any Interest Period the London interbank offered rates for deposits of Dollars for the relevant Interest Period are not displayed on the relevant page of the ▇▇▇▇▇▇ Monitor Money Rates Service (or any replacement therefor) and: (i) the Agent shall have determined, after consultation with the Reference Banks (which determination shall, in Article III the absence of manifest error, be conclusive), that adequate and this Article II fair means do not exist for ascertaining LIBOR during such Interest Period; or (ii) none or only one of the Reference Banks supplies the Agent with respect a quotation for the purpose of calculating LIBOR; or (iii) the Agent shall have received notification from Banks with Contributions to any Borrowing in any Agreed Currency other Tranche aggregating not less than Dollarsone-third of the relevant Tranche (or, if there shall occur on or prior to the date Drawdown Date, Commitments aggregating not less than one-third of the Total Commitments) that deposits in Dollars are not available to such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, exchange controls or interest rate quotation sources which would (i) Banks in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (London Interbank Market in the case ordinary course of a Local Currency Borrowing), business in sufficient amounts to fund their Contributions to the Agent relevant Tranche or that LIBOR does not accurately reflect the cost to such Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency Rate Advances comprising obtaining such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then deposits; the Agent shall forthwith give notice thereof (a "Determination Notice") to such Borrower, the Local Currency Borrower and to each of the Banks and the Banks, or Loan (if not already outstanding) shall not be made. A Determination Notice shall contain particulars of the applicable Borrower relevant circumstances giving rise to its issue. (b) After the giving of any Determination Notice the Total Commitments shall give notice not be borrowed until the circumstances giving rise to the Agentissue of the Determination Notice have ceased. (c) During the period of 10 days after any Determination Notice has been given by the Agent under clause 5.7(a), each Bank shall certify an alternative basis (the Local Currency Banks and the Banks"Substitute Basis") for making available or, as the case may be, and such Eurocurrency Rate Advances shall not be denominated in such currency maintaining its Contribution to the relevant Tranche. The Substitute Basis may (without limitation) include alternative interest periods, alternative currencies or alternative rates of interest but shall include a margin above the cost of funds to such Bank equivalent to the Margin. Each Substitute Basis so certified shall be made on binding upon the Borrower and shall take effect in accordance with its terms from the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Determination Notice of Borrowing, or the Dollar Amount until such time as none of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount circumstances specified in clause 5.7(a) continues to exist, whereupon the related Notice normal interest rate fixing provisions of Borrowingthis Agreement shall apply. 6 Repayment, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, prepayment and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable.cancellation --------------------------------------

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III and this Article II with respect to any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency Rate Advances or RFR Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may be, and such Eurocurrency Rate Advances or RFR Advances shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a 50 Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance or RFR Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance or RFR Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Borrowing or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Credit Event to be effected in any Agreed Currency other than DollarsForeign Currency, if (i) there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Credit Event any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) would, in the reasonable opinion of the BorrowersAdministrative Agent, the Majority Local Currency Banks Issuing Bank (in the case if such Credit Event is a Letter of a Local Currency Borrowing), the Agent Credit) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan BorrowingMulticurrency Tranche Lenders, make it impracticable for the Eurocurrency Rate Advances Borrowings or Letters of Credit comprising such Borrowing Credit Event to be denominated in the Agreed Currency specified by the applicable BorrowerBorrower or (ii) in the reasonable opinion of the Administrative Agent, the Issuing Bank (if such Credit Event is a Letter of Credit) or the Multicurrency Tranche Lenders, an Equivalent Amount of such currency is not readily calculable, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the BanksMulticurrency Tranche Lenders and, or the applicable Borrower shall give notice to the Agentif such Credit Event is a Letter of Credit, the Local Currency Banks and the Banks, as the case may beIssuing Bank, and such Eurocurrency Rate Advances Credit Events shall not be denominated in such currency Agreed Currency but shall shall, except as otherwise set forth in Section 2.07, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Credit Event in Dollars, (a) if such Credit Event is a Borrowing, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Borrowing Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicablethe case may be, as Base Rate AdvancesABR Loans, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before prior to the occurrence of such date Credit Event that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the reasonable opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Multicurrency Tranche Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Borrowing Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicable, the case may be or (iib) in the reasonable opinion if such Credit Event is a Letter of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicableCredit, in Dollars, in an aggregate principal a face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related request or application for such Letter of such Bank’s Advance, as a Base Rate AdvanceCredit, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before prior to the occurrence of such date Credit Event that (xi) in the case of a requested Borrowing, it elects not to borrow request the issuance of such Letter of Credit on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow have such Letter of Credit issued on such date in a different Agreed Currency, or continue as the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currencycase may be, in which the denomination of all such Advances as part Letter of such Borrowing Credit would in the reasonable opinion of the AgentIssuing Bank, the Majority Local Currency Banks (in Administrative Agent and the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Multicurrency Tranche Lenders be practicable and in an aggregate principal face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related Notice request or application for such Letter of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedCredit, as applicablethe case may be.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Multi-Currency Revolving Advance in any Agreed Currency other than Dollars, any Foreign Currency Swing Loan or any Euro Swing Loan, if there shall occur on or prior to the date of such BorrowingMulti-Currency Revolving Advance, Foreign Currency Swing Loan or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Euro Swing Loan any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) would, in the reasonable opinion of the Borrowers, the Majority Local Currency Banks Administrative Agent or (x) in the case of a Local Multi-Currency Borrowing)Revolving Advance, the Agent or the Banks having at least 66Multi-2/3% of the Available Revolving Credit CommitmentsCurrency Required Lenders, (y) in the case of a Revolving Credit BorrowingForeign Currency Swing Loan, the applicable Appropriate Foreign Currency Swing Lender or 66-2/3% of the then aggregate outstanding Term Loan Advances, (z) in the case of a Term Loan BorrowingEuro Swing Loan, the Euro Swing Lender, make it illegal or impracticable for the Eurocurrency Rate Advances Loans comprising such Borrowing Multi-Currency Revolving Advance to be denominated in the Agreed Currency specified by the applicable Borrower, then a Foreign Currency Swing Loan to be made in the Appropriate Foreign Currency or a Euro Swing Loan to be made in Euros, then: (a) in the case of a Multi-Currency Revolving Advance, the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks Borrower and the BanksMulti-Currency Revolving Lenders, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may be, and such Eurocurrency Rate Advances requested Multi-Currency Revolving Loans shall not be denominated in such currency Agreed Currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing Date in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Advance Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicablethe case may be, as Base Rate AdvancesLoans, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in Currency (which the denomination of such Advances would in the reasonable opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency BorrowingRequired Lenders be legal and practicable) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Advance Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicable, or the case may be; (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (xb) in the case of a requested BorrowingForeign Currency Swing Loan, it elects not the applicable Appropriate Foreign Currency Swing Lender shall have no obligation to borrow on make such date or Foreign Currency Swing Loan and (yc) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the AgentEuro Swing Loan, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal Euro Swing Lender shall have no obligation to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicablemake such Euro Swing Loan.

Market disruption. (a) If, after the designation by the Lenders of any currency as an Agreed Currency, (x) currency control or other exchange regulations are imposed in the country in which such currency is issued with the result that different types of such currency are introduced, (y) such currency is, in the determination of any Funding Agent, no longer readily available or freely traded or (z) in the determination of such Funding Agent, an Equivalent Amount of such currency is not readily calculable, such Funding Agent shall promptly notify the Lenders and each Borrower, and such currency shall no longer be an Agreed Currency until such time as all of the Lenders agree to reinstate such currency as an Agreed Currency and promptly, but in any event within five Business Days of receipt of such notice from such Funding Agent, each Borrower shall repay all Loans in such affected currency or convert such Loans into Loans in another Agreed Currency, subject to the other terms set forth in Article 2. (b) Notwithstanding the satisfaction of all conditions referred to in Article III 2 and this Article II 4 with respect to any Borrowing Advance in any Agreed Currency other than DollarsCurrency, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Advance any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowersany Funding Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Administrative Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Loans comprising such Borrowing Advance to be denominated in the Agreed Currency specified by the applicable a Borrower, then the such Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks Borrower and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may beLenders, and such Eurocurrency Rate Advances Loans shall not be denominated in such currency Agreed Currency but shall shall, except as otherwise set forth in Section 2.12 be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing Date in DollarsEuro, in an aggregate principal amount equal to the Dollar Euro Amount of the aggregate principal amount specified in the related Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate AdvancesContinuation Notice, unless the applicable such Borrower notifies the relevant Funding Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the opinion of such Funding Agent and the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedContinuation Notice, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicablemay be.

Market disruption. Notwithstanding the satisfaction of all applicable conditions referred to in Article III and this Article II with respect to the making of any Borrowing Multicurrency Syndicated Advance in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Multicurrency Syndicated Advance any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Multicurrency Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Multicurrency Lenders make it impracticable for the Eurocurrency Rate Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable Multicurrency Borrower, then the Multicurrency Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks Multicurrency Borrower and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may beMulticurrency Lenders, and such Eurocurrency Rate Advances Advance shall not be denominated in such currency Agreed Currency but shall be made on the such Borrowing date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount Equivalent of the aggregate principal amount specified in the related notice of such Borrowing or Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation, as applicablethe case may be, as a Base Rate AdvancesAdvance, unless the applicable Multicurrency Borrower notifies the Multicurrency Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date date, or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the opinion of the Agent, Multicurrency Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Multicurrency Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount Equivalent of the aggregate principal amount specified in the related notice of Borrowing or Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicablemay be.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III Articles 2 and this Article II 3 with respect to any Borrowing Advance in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Advance any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Loans comprising such Borrowing Advance to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks Borrower and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may beLenders, and such Eurocurrency Rate Advances Loans shall not be denominated in such currency Agreed Currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing Date in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicablethe case may be, as Base Rate AdvancesLoans, unless the applicable (a) such Borrower notifies the Agent at least one (1) Business Day before such date Borrowing Date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date Borrowing Date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the opinion of the Agent, Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicablethe case may be, or (iib) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) three Business Day Days before such date Borrowing Date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date Eurocurrency Loans in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of Currency on such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicableDate.

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Credit Event to be effected in any Agreed Currency other than Dollars, if (i) there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Credit Event any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersAdministrative Agent, the Majority Local Currency Banks Issuing Bank (in the case if such Credit Event is a Letter of a Local Currency Borrowing), the Agent Credit) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Borrowings or Letters of Credit comprising such Borrowing Credit Event to be denominated in the Agreed Currency specified by the applicable Borrower, (ii) such currency is no longer an Eligible Currency or (iii) a Dollar Amount of such currency is not readily calculable, then the Administrative Agent shall forthwith give notice thereof to such the Borrower, the Local Currency Banks and the BanksLenders and, or the applicable Borrower shall give notice to the Agentif such Credit Event is a Letter of Credit, the Local Currency Banks and the Banks, as the case may beIssuing Bank, and such Eurocurrency Rate Advances Credit Events shall not be denominated in such currency Agreed Currency but shall shall, except as otherwise set forth in Section 2.07, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Credit Event in Dollars, (a) if such Credit Event is a Borrowing, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Borrowing Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicablethe case may be, as Base Rate AdvancesABR Loans, unless the applicable Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the reasonable opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Borrowing Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicable, the case may be or (iib) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of if such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance is a Letter of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicableCredit, in Dollars, in an aggregate principal a face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related request or application for such Letter of such Bank’s Advance, as a Base Rate AdvanceCredit, unless the applicable Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow request the issuance of such Letter of Credit on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow have such Letter of Credit issued on such date in a different Agreed Currency, or continue as the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currencycase may be, in which the denomination of all such Advances as part Letter of such Borrowing Credit would in the reasonable opinion of the AgentIssuing Bank, the Majority Local Currency Banks (in Administrative Agent and the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related Notice request or application for such Letter of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedCredit, as applicablethe case may be.

Market disruption. Notwithstanding (a) If a Market Disruption Event occurs, EBRD shall promptly notify the satisfaction Borrower. If EBRD notifies the Borrower of all conditions referred the occurrence of a Market Disruption Event, (1) interest shall accrue on any portion of the Loan that is subject to a variable interest rate in Article III and this Article II accordance with respect to any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or prior Section 3.05(a) at a rate equal to the date sum of: (A) the Margin for the Loan; and (B) the rate which expresses as a percentage rate per annum the cost to EBRD and each Participant of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, exchange controls or interest rate quotation sources which would (i) in the reasonable opinion funding its respective portion of the BorrowersLoan from whatever source EBRD or such Participant(s) may reasonably select (or, at the Majority Local Currency Banks (in the case option of a Local Currency BorrowingEBRD and such Participant(s), the Agent or relevant Interbank Rate, if available), as notified by EBRD to the Banks having at least 66-2/3% Borrower as soon as practicable and in any event before interest is due to be paid in respect of the Available Revolving Credit Commitmentsrelevant Interest Period; (2) interest shall accrue on any portion of the Loan that is subject to a fixed interest rate in accordance with Section 3.05(b) and that is not subject to a Participation at a rate equal to the fixed interest rate determined in accordance with Section 3.05(b), including the Margin; and (3) interest shall accrue on any portion of the Loan that is subject to a fixed interest rate in accordance with Section 3.05(b) and that is subject to a Participation at a rate equal to the sum of: (A) the fixed interest rate determined in accordance with Section 3.05(b), including the Margin; and (B) an amount, expressed as a rate per annum, equal to the excess, if any, of (x) the cost to each Participant of funding its respective portion of the Loan or Participation from whatever source such Participant(s) may reasonably select over (y) the Interbank Rate (or in the absence of such rate, a rate determined by EBRD), in each case as notified by EBRD to the case of a Revolving Credit Borrowing, or 66-2/3% Borrower as soon as practicable and in any event before interest is due to be paid in respect of the then aggregate outstanding Term Loan Advancesrelevant Interest Period, in the each case of a Term Loan Borrowing, make it impracticable for the Eurocurrency Rate Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the Banks, or the applicable Borrower shall give until EBRD has given notice to the AgentBorrower that the Market Disruption Event has ceased to exist. (b) If a Market Disruption Event has occurred, EBRD shall have the Local Currency Banks and right, in its discretion, to change the Banks, as duration of any relevant Interest Period by sending to the case may be, and Borrower a written notice thereof. Any such Eurocurrency Rate Advances change to an Interest Period shall not be denominated in such currency but shall be made take effect on the date specified by EBRD in such notice. (c) Notwithstanding Section 3.07(a), if a Market Disruption Event occurs and EBRD or the Borrower so requires, within five Business Days of such Borrowingthe notification by EBRD pursuant to Section 3.07(a) above, or continuedEBRD and the Borrower shall enter into negotiations (for a period of not more than thirty days) with a view to agreeing a substitute basis for determining the rate of interest applicable to the Loan. Any alternative basis so agreed shall take effect in accordance with its terms and replace the interest rate then in effect pursuant to Section 3.07(a) above. If agreement cannot be reached, Converted or Redenominated, as applicable, the Borrower may prepay the Loan on the date of such continuation, Conversion or Redenomination, next Interest Payment Date in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicableaccordance with Section 3.09(a).

Market disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing to be effected in any Agreed Currency other than DollarsForeign Currency, if (i) there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersAdministrative Agent, the Majority Local Currency Banks Issuing Bank (in the case if such Credit Event is a Letter of a Local Currency Borrowing), the Agent Credit) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the applicable Eurocurrency Rate Advances Borrowings or Letters of Credit comprising such Borrowing Credit Event to be denominated in the Agreed Currency specified by the applicable BorrowerBorrower or (ii) an Equivalent Amount of such currency is not readily calculable, then the Administrative Agent shall forthwith give notice thereof to such the Borrower, the Local Currency Banks and the BanksLenders and, or the applicable Borrower shall give notice to the Agentif such Credit Event is a Letter of Credit, the Local Currency Banks and the Banks, as the case may beIssuing Bank, and such Eurocurrency Rate Advances Credit Events shall not be denominated in such currency Agreed Currency but shall shall, except as otherwise set forth in Section 2.07, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Credit Event in Dollars, (a) if such Credit Event is a Borrowing, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Borrowing Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicable, as Base Rate Advancesthe case may be, unless the applicable Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances would Loans would, in the reasonable opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan BorrowingRequired Lenders, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Borrowing Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicable, the case may be or (iib) in the reasonable opinion if such Credit Event is a Letter of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicableCredit, in Dollars, in an aggregate principal a face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related request or application for such Letter of such Bank’s Advance, as a Base Rate AdvanceCredit, unless the applicable Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow request the issuance of such Letter of Credit on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow have such Letter of Credit issued on such date in a different Agreed Currency, or continue as the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currencycase may be, in which the denomination of all such Advances as part Letter of such Borrowing Credit would in the reasonable opinion of the AgentIssuing Bank, the Majority Local Currency Banks (in Administrative Agent and the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related Notice request or application for such Letter of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedCredit, as applicablethe case may be.