Common use of ▇▇▇▇▇▇▇▇’s Failure to Notify Clause in Contracts

▇▇▇▇▇▇▇▇’s Failure to Notify. If a Domestic Borrower fails to give notice pursuant to Section 1.6(a) above of the continuation or conversion of any outstanding principal amount of a Borrowing of LIBORTerm SOFR Loans or EURIBOR Loans before the last day of its then current Interest Period within the period required by Section 1.6(a) and such Borrowing is not prepaid in accordance with Section 1.9(a), such Borrowing shall automatically (i) be converted into a Borrowing of U.S. Base Rate Loans if for a LIBORTerm SOFR Loan and (ii) continue as a EURIBOR Loan for an Interest Period of one month if for a EURIBOR Loan. If the Canadian Borrower fails to give notice pursuant to Section 1.6(a) above of the continuation of any outstanding principal amount of a Borrowing of CAD CDOR Loans before the last day of its then current Interest Period within the period required by Section 1.6(a) and such Borrowing is not prepaid in accordance with Section 1.9(a), such Borrowing shall automatically continue as a CAD CDOR Loan for an Interest Period of one month. In the event a Borrower fails to give notice pursuant to Section 1.6(a) above of a Borrowing equal to the amount of a Reimbursement Obligation owed by it and has not notified the Administrative Agent by 1:00 p.m. (New York City time) on the day such Reimbursement Obligation becomes due that it intends to repay such Reimbursement Obligation through funds not borrowed under this Agreement, such Borrower shall be deemed to have requested (A) in the case of a Domestic Borrower, a Borrowing of U.S. Base Rate Loans under the Revolving Credit (or, at the option of the Swing Line Lender, under the Swing Line) on such day in the amount of the Reimbursement Obligation then due, which Borrowing shall be applied to pay the Reimbursement Obligation then due, and (B) in the case of the Canadian Borrower, a Borrowing of the U.S. Dollar Equivalent amount thereof in U.S. Base Rate Loans under the Revolving Credit (or, at the option of the Swing Line Lender, under the Swing Line) on such day in the amount of the Reimbursement Obligation then due.

▇▇▇▇▇▇▇▇’s Failure to Notify. If a Domestic the Borrower fails to give notice pursuant to Section 1.6(a) above of the continuation or conversion of any outstanding principal amount of a Borrowing of LIBORTerm EurodollarDaily Simple SOFR Rate Loans before the Interest Payment Date therefor within the period required by Section 1.6(a) and such Borrowing is not prepaid in accordance with Section ​ 1.8(a), the Borrower shall be deemed to have selected that such Borrowing shall automatically be continued as a Borrowing of a Daily Simple SOFR Rate Loan. If the Borrower fails to give notice pursuant to Section 1.6(a) above of the continuation or EURIBOR conversion of any outstanding principal amount of a Borrowing of Term SOFR Rate Loans before the last day of its then current Interest Period within the period required by Section 1.6(a) and such Borrowing is not prepaid in accordance with Section 1.9(a1.8(a), the Borrower shall be deemed to have given the notice three (3) Business Days prior to the end of the then current Interest Period and such Borrowing shall automatically (i) be converted into continued as a Borrowing of U.S. Base a EurodollarTerm SOFR Rate Loans if for Loan with a LIBORTerm SOFR Loan and one (ii1) continue as a EURIBOR Loan for an month Interest Period; provided that all Lenders are able to accommodate such one (1) month Interest Period of one month if for a EURIBOR Loan. If and such EurodollarTerm SOFR Rate Loan shall be subject to the Canadian Borrower fails funding indemnity set forth in Section 1.11 hereof in the event it is prepaid prior to give notice pursuant to Section 1.6(a) above the end of the continuation of any outstanding principal amount of a Borrowing of CAD CDOR Loans before the last day of its then current Interest Period within the period required by Section 1.6(a) and such Borrowing is not prepaid in accordance with Section 1.9(a), such Borrowing shall automatically continue as a CAD CDOR Loan for an Interest Period of one monthPeriod. In the event a the Borrower fails to give notice pursuant to Section 1.6(a) above of a Borrowing equal to the amount of a Reimbursement Obligation owed by it and has not notified the Administrative Agent by 1:00 p.m. 12:00 noon (New York City Chicago time) on the day such Reimbursement Obligation becomes due that it intends to repay such Reimbursement Obligation through funds not borrowed under this Agreement, such the Borrower shall be deemed to have requested (A) in the case of a Domestic Borrower, a Borrowing of U.S. Base Rate Loans under the Revolving Credit (or, or at the option of the Swing Line Lender, Lender under the Swing Line) on such day in the amount of the Reimbursement Obligation then due, which Borrowing shall be applied to pay the Reimbursement Obligation then due, and (B) in the case of the Canadian Borrower, a Borrowing of the U.S. Dollar Equivalent amount thereof in U.S. Base Rate Loans under the Revolving Credit (or, at the option of the Swing Line Lender, under the Swing Line) on such day in the amount of the Reimbursement Obligation then due.

▇▇▇▇▇▇▇▇’s Failure to Notify. If a Domestic Borrower fails to give notice pursuant to Section 1.6(a) above of the continuation or conversion of any outstanding principal amount of a Borrowing of LIBORTerm Term SOFR Loans or EURIBOR Loans before the last day of its then current Interest Period within the period required by Section 1.6(a) and such Borrowing is not prepaid in accordance with Section 1.9(a), such Borrowing shall automatically (i) be converted into a Borrowing of U.S. Base Rate Loans if for a LIBORTerm Term SOFR Loan and (ii) continue as a EURIBOR Loan for an Interest Period of one month if for a EURIBOR Loan. If the Canadian Borrower fails to give notice pursuant to Section 1.6(a) above of the continuation of any outstanding principal amount of a Borrowing of CAD CDOR Term ▇▇▇▇▇ Loans before the last day of its then current Interest Period within the period required by Section 1.6(a) and such Borrowing is not prepaid in accordance with Section 1.9(a), such Borrowing shall automatically continue as a CAD CDOR Term ▇▇▇▇▇ Loan for an Interest Period of one month. In the event a Borrower fails to give notice pursuant to Section 1.6(a) above of a Borrowing equal to the amount of a Reimbursement Obligation owed by it and has not notified the Administrative Agent by 1:00 p.m. (New York City time) on the day such Reimbursement Obligation becomes due that it intends to repay such Reimbursement Obligation through funds not borrowed under this Agreement, such Borrower shall be deemed to have requested (A) in the case of a Domestic Borrower, a Borrowing of U.S. Base Rate Loans under the Revolving Credit (or, at the option of the Swing Line Lender, under the Swing Line) on such day in the amount of the Reimbursement Obligation then due, which Borrowing shall be applied to pay the Reimbursement Obligation then due, and (B) in the case of the Canadian Borrower, a Borrowing of the U.S. Dollar Equivalent amount thereof in U.S. Base Rate Loans under the Revolving Credit (or, at the option of the Swing Line Lender, under the Swing Line) on such day in the amount of the Reimbursement Obligation then due, which Borrowing shall be applied to pay the Reimbursement Obligation then due.

▇▇▇▇▇▇▇▇’s Failure to Notify. If a Domestic Borrower fails to give notice pursuant to Section 1.6(a2.6(a) above of the continuation or conversion of any outstanding principal amount of (i) a Borrowing of LIBORTerm SOFR Loans or EURIBOR prior to the last day of its then current Interest Period within the period required by Section 2.6(a) and such Borrowing is not prepaid in accordance with Section 2.8(a), such Borrowing shall automatically be deemed to be continued as a SOFR Loan, (ii) a Borrowing of Eurodollar Loans before the last day of its then current Interest Period within the period required by Section 1.6(a2.6(a) and such Borrowing is not prepaid in accordance with Section 1.9(a2.8(a), such Borrowing shall automatically (i) be converted into a Borrowing of U.S. Base Rate Loans if for a LIBORTerm SOFR Loan Loans, and (iiiii) continue as a EURIBOR Loan for an Interest Period of one month if for a EURIBOR Loan. If the Canadian Borrower fails to give notice pursuant to Section 1.6(a) above of the continuation of any outstanding principal amount of a Borrowing of CAD CDOR Term ▇▇▇▇▇ Loans or Daily Compounded ▇▇▇▇▇ Loans before the last day of its then current Interest Period within the period required by Section 1.6(a2.6(a) and such Borrowing is not prepaid in accordance with Section 1.9(a2.8(a), such Borrowing shall automatically continue as be converted into a CAD CDOR Loan for an Interest Period Borrowing of one monthCanadian Prime Rate Loans. In the event a Borrower fails to give notice pursuant to Section 1.6(a2.6(a) above of a Borrowing equal to the amount of a Reimbursement Obligation owed by it and has not notified the Administrative Agent Bank by 1:00 p.m. (New York City time) 12:00 noon on the day such Reimbursement Obligation becomes due that it intends to repay such Reimbursement Obligation through funds not borrowed under this Agreement, such Borrower shall be deemed to have requested (A) in the case of a Domestic Borrower, a Borrowing of U.S. Base a SOFR Loan or Canadian Prime Rate Loans Loan, as the case may be, under the Revolving Credit (or, at the option of the Swing Line Lender, under the Swing Line) Commitment on such day in the amount of the Reimbursement Obligation then due, which Borrowing shall be applied to pay the Reimbursement Obligation then due, and (B) in the case of the Canadian Borrower, a Borrowing of the U.S. Dollar Equivalent amount thereof in U.S. Base Rate Loans under the Revolving Credit (or, at the option of the Swing Line Lender, under the Swing Line) on such day in the amount of the Reimbursement Obligation then due.

▇▇▇▇▇▇▇▇’s Failure to Notify. If a Domestic the Borrower fails to give notice pursuant to Section 1.6(a) above of the continuation or conversion of any outstanding principal amount of a Borrowing of LIBORTerm Daily Simple SOFR Rate Loans before the Interest Payment Date therefor within the period required by Section 1.6(a) and such Borrowing is not prepaid in accordance with Section 1.8(a), the Borrower shall be deemed to have selected that such Borrowing shall automatically be continued as a Borrowing of a Daily Simple SOFR Rate Loan. If the Borrower fails to give notice pursuant to Section 1.6(a) above of the continuation or EURIBOR conversion of any outstanding principal amount of a Borrowing of Term SOFR Rate Loans before the last day of its then current Interest Period within the period required by Section 1.6(a) and such Borrowing is not prepaid in accordance with Section 1.9(a1.8(a), the Borrower shall be deemed to have given the notice three (3) Business Days prior to the end of the then current Interest Period and such Borrowing shall automatically (i) be converted into continued as a Borrowing of U.S. Base a Term SOFR Rate Loans if for Loan with a LIBORTerm SOFR Loan and one (ii1) continue as a EURIBOR Loan for an month Interest Period; provided that all Lenders are able to accommodate such one (1) month Interest Period of one month if for a EURIBOR Loan. If and such Term SOFR Rate Loan shall be subject to the Canadian Borrower fails funding indemnity set forth in Section 1.11 hereof in the event it is prepaid prior to give notice pursuant to Section 1.6(a) above the end of the continuation of any outstanding principal amount of a Borrowing of CAD CDOR Loans before the last day of its then current Interest Period within the period required by Section 1.6(a) and such Borrowing is not prepaid in accordance with Section 1.9(a), such Borrowing shall automatically continue as a CAD CDOR Loan for an Interest Period of one monthPeriod. In the event a the Borrower fails to give notice pursuant to Section 1.6(a) above of a Borrowing equal to the amount of a Reimbursement Obligation owed by it and has not notified the Administrative Agent by 1:00 p.m. 12:00 noon (New York City Chicago time) on the day such Reimbursement Obligation becomes due that it intends to repay such Reimbursement Obligation through funds not borrowed under this Agreement, such the Borrower shall be deemed to have requested (A) in the case of a Domestic Borrower, a Borrowing of U.S. Base Rate Loans under the Revolving Credit (or, or at the option of the Swing Line Lender, Lender under the Swing Line) on such day in the amount of the Reimbursement Obligation then due, which Borrowing shall be applied to pay the Reimbursement Obligation then due, and (B) in the case of the Canadian Borrower, a Borrowing of the U.S. Dollar Equivalent amount thereof in U.S. Base Rate Loans under the Revolving Credit (or, at the option of the Swing Line Lender, under the Swing Line) on such day in the amount of the Reimbursement Obligation then due.. ​

▇▇▇▇▇▇▇▇’s Failure to Notify. Any outstanding Borrowing of Domestic Rate Loans shall automatically be continued for an additional Interest Period on the last day of its then current Interest Period unless the Borrower has notified the Administrative Agent within the period required by Section 1.6(a) hereof that it intends to convert such Borrowing into a Borrowing of RFR Loans or notifies the Administrative Agent within the period required by Section 1.9(a) hereof that it intends to prepay such Borrowing. Any outstanding Borrowing of RFR Loans denominated in an Alternative Currency shall, subject to the penultimate sentence of Section 1.6(a), automatically be continued as a Borrowing of RFR Loans in the same Alternative Currency for an additional Interest Period on the last day of its then current Interest Period unless the Borrower notifies the Administrative Agent within the period required by Section 1.9(a) hereof that it intends to prepay such Borrowing. If a Domestic the Borrower fails to give notice pursuant to Section 1.6(a) above hereof of the continuation or conversion of any outstanding principal amount of a Borrowing of LIBORTerm SOFR RFR Loans or EURIBOR Loans denominated in U.S. Dollars before the last day of its then current Interest Period within the period required by Section 1.6(a) hereof and such Borrowing is has not prepaid in accordance with notified the Administrative Agent within the period required by Section 1.9(a)) hereof that it intends to prepay such Borrowing, such Borrowing shall automatically (i) be converted into continued as a Borrowing of RFR Loans denominated in U.S. Base Rate Loans if for a LIBORTerm SOFR Loan and (ii) continue as a EURIBOR Loan for Dollars with an Interest Period of one month if for a EURIBOR Loanmonth, subject to Section 6.2 hereof, including the application of Section 1.4 hereof and of the restrictions contained in the definition of Interest Period. If the Canadian Borrower fails to give notice pursuant to Section 1.6(a) above of the continuation of any outstanding principal amount of a Borrowing of CAD CDOR Eurocurrency Loans before the last day of its then current Interest Period within the period required by Section 1.6(a) and such Borrowing is not prepaid in accordance with Section 1.9(a), such Borrowing shall automatically continue as a CAD CDOR Loan for an Interest Period of one month. In the event a Borrower fails to give notice pursuant to Section 1.6(a) above of a Borrowing equal to the amount of a Reimbursement Obligation owed by it hereof and has not notified the Administrative Agent within the period required by 1:00 p.m. (New York City timeSection 1.9(a) on the day such Reimbursement Obligation becomes due hereof that it intends to repay prepay such Reimbursement Obligation through funds not borrowed under this AgreementBorrowing, such Borrower Borrowing shall automatically be deemed to have requested (A) in the case of a Domestic Borrower, continued as a Borrowing of U.S. Base Rate Eurocurrency Loans under in the Revolving Credit (orsame Alternative Currency with an Interest Period of one month, at subject to Section 6.2 hereof, including the option application of Section 1.4 hereof and of the Swing Line Lender, under the Swing Line) on such day restrictions contained in the amount definition of the Reimbursement Obligation then due, which Borrowing shall be applied to pay the Reimbursement Obligation then due, and (B) in the case of the Canadian Borrower, a Borrowing of the U.S. Dollar Equivalent amount thereof in U.S. Base Rate Loans under the Revolving Credit (or, at the option of the Swing Line Lender, under the Swing Line) on such day in the amount of the Reimbursement Obligation then dueInterest Period.

▇▇▇▇▇▇▇▇’s Failure to Notify. Any outstanding Borrowing of Base Rate Loans shall, subject to Section 6.2 hereof, automatically be continued for an additional Interest Period on the last day of its then current Interest Period unless the Borrower has notified the Administrative Agent within the period required by Section 2.5(a) hereof that it intends to convert such Borrowing into a Borrowing of Term SOFR Loans or notifies the Administrative Agent within the period required by Section 2.8(a) hereof that it intends to prepay or repay such Borrowing. If a Domestic the Borrower fails to give notice pursuant to Section 1.6(a2.5(a) above hereof of the continuation or conversion of any outstanding principal amount of a Borrowing of LIBORTerm Term SOFR Loans or EURIBOR Loans before the last day of its then current Interest Period within the period required by Section 1.6(a2.5(a) and hereofand has not notified the Administrative Agent within the period required by Section 2.8(a) hereof that it intends to prepay such Borrowing is not prepaid in accordance with Section 1.9(a)Borrowing, such Borrowing shall automatically (i) be converted into a Borrowing of U.S. Base Rate Loans if for Loans, subject to Section 6.2 hereof. The Administrative Agent shall promptly notify the Banks of the Borrower’s failure to so give a LIBORTerm SOFR Loan and (iinotice under Section 2.5(a) continue as a EURIBOR Loan for an Interest Period of one month if for a EURIBOR Loanhereof. If In the Canadian event the Borrower fails to give notice pursuant to Section 1.6(a2.5(a) above of the continuation of any outstanding principal amount of a Borrowing of CAD CDOR Loans before the last day of its then current Interest Period within the period required by Section 1.6(a) and such Borrowing is not prepaid in accordance with Section 1.9(a), such Borrowing shall automatically continue as a CAD CDOR Loan for an Interest Period of one month. In the event a Borrower fails to give notice pursuant to Section 1.6(a) above hereof of a Borrowing equal to the amount of a Reimbursement Obligation owed by it and has not notified the Administrative Agent by 1:00 p.m. 12:00 noon (New York City time) on the day such Reimbursement Obligation becomes due that it intends to repay such Reimbursement Obligation through funds not borrowed under this Agreement, such the Borrower shall be deemed to have requested (A) in the case of a Domestic Borrower, a Borrowing of U.S. Base Rate Loans under the Revolving Credit (or, at the option of the Swing Line Lender, under the Swing Line) on such day in the amount of the Reimbursement Obligation then due, subject to Section 6.2 hereof, which Borrowing shall be applied to pay the Reimbursement Obligation then due, and (B) in the case of the Canadian Borrower, a Borrowing of the U.S. Dollar Equivalent amount thereof in U.S. Base Rate Loans under the Revolving Credit (or, at the option of the Swing Line Lender, under the Swing Line) on such day in the amount of the Reimbursement Obligation then due.

▇▇▇▇▇▇▇▇’s Failure to Notify. Any outstanding Borrowing of Base Rate Loans shall, subject to Section 6.2 hereof, automatically be continued for an additional Interest Period on the last day of its then current Interest Period unless the Borrower has notified the Administrative Agent within the period required by Section 2.5(a) hereof that it intends to convert such Borrowing into a Borrowing of Term SOFR Loans or notifies the Administrative Agent within the period required by Section 2.8(a) hereof that it intends to prepay or repay such Borrowing. If a Domestic the Borrower fails to give notice pursuant to Section 1.6(a2.5(a) above hereof of the continuation or conversion of any outstanding principal amount of a Borrowing of LIBORTerm Term SOFR Loans or EURIBOR Loans before the last day of its then current Interest Period within the period required by Section 1.6(a2.5(a) hereof and has not notified the Administrative Agent within the period required by Section 2.8(a) hereof that it intends to prepay such Borrowing is not prepaid in accordance with Section 1.9(a)Borrowing, such Borrowing shall automatically (i) be converted into a Borrowing of U.S. Base Rate Loans if for Loans, subject to Section 6.2 hereof. The Administrative Agent shall promptly notify the Banks of the Borrower’s failure to so give a LIBORTerm SOFR Loan and (iinotice under Section 2.5(a) continue as a EURIBOR Loan for an Interest Period of one month if for a EURIBOR Loanhereof. If In the Canadian event the Borrower fails to give notice pursuant to Section 1.6(a2.5(a) above of the continuation of any outstanding principal amount of a Borrowing of CAD CDOR Loans before the last day of its then current Interest Period within the period required by Section 1.6(a) and such Borrowing is not prepaid in accordance with Section 1.9(a), such Borrowing shall automatically continue as a CAD CDOR Loan for an Interest Period of one month. In the event a Borrower fails to give notice pursuant to Section 1.6(a) above hereof of a Borrowing equal to the amount of a Reimbursement Obligation owed by it and has not notified the Administrative Agent by 1:00 p.m. 12:00 noon (New York City time) on the day such Reimbursement Obligation becomes due that it intends to repay such Reimbursement Obligation through funds not borrowed under this Agreement, such the Borrower shall be deemed to have requested (A) in the case of a Domestic Borrower, a Borrowing of U.S. Base Rate Loans under the Revolving Credit (or, at the option of the Swing Line Lender, under the Swing Line) on such day in the amount of the Reimbursement Obligation then due, subject to Section 6.2 hereof, which Borrowing shall be applied to pay the Reimbursement Obligation then due, and (B) in the case of the Canadian Borrower, a Borrowing of the U.S. Dollar Equivalent amount thereof in U.S. Base Rate Loans under the Revolving Credit (or, at the option of the Swing Line Lender, under the Swing Line) on such day in the amount of the Reimbursement Obligation then due.

▇▇▇▇▇▇▇▇’s Failure to Notify. If a Domestic Borrower the Company fails to give notice pursuant to Section 1.6(a1.4(a) above of the continuation or conversion of any outstanding principal amount of a Borrowing of LIBORTerm SOFR Loans or EURIBOR Loans before the last day of its then current Interest Period within the period required by Section 1.6(a1.4(a) and such Borrowing is not prepaid in accordance with Section 1.9(a)3.4, such Borrowing shall automatically (i) be converted into a Borrowing of U.S. Base Rate Loans (or, if for a LIBORTerm SOFR Loan and (ii) continue as a EURIBOR Loan such Borrowing is an Alternative Currency, such Borrowing shall be continued for an Interest Period of one month if for a EURIBOR Loanmonth). If In the Canadian event the applicable Borrower fails to give notice pursuant to Section 1.6(a) above of the continuation of any outstanding principal amount of a Borrowing of CAD CDOR Loans before the last day of its then current Interest Period within the period required by Section 1.6(a) and such Borrowing is not prepaid in accordance with Section 1.9(a), such Borrowing shall automatically continue as a CAD CDOR Loan for an Interest Period of one month. In the event a Borrower fails to give notice pursuant to Section 1.6(a1.4(a) above of a Borrowing equal to the amount of a Reimbursement Obligation owed by it and has not notified the Administrative Agent by 1:00 p.m. 12:00 noon (New York City Chicago time) on the day such Reimbursement Obligation becomes due that it intends to repay such Reimbursement Obligation through funds not borrowed under this Agreement, such Borrower shall be deemed to have requested (A) in the case of a Domestic Borrower, a Borrowing of U.S. Base Rate Loans under the U.S. Revolving Credit Facility (or, at the option of the Swing Line Lender, under the Swing Line) on such day in the amount of the Reimbursement Obligation then due, which Borrowing shall be applied to pay the Reimbursement Obligation then due, and (B) in the case of the Canadian Borrower, a Borrowing of the U.S. Dollar Equivalent amount thereof in U.S. Base Rate Loans under the Revolving Credit (or, at the option of the Swing Line Lender, under the Swing Line) on such day in the amount of the Reimbursement Obligation then due.