TO BASE RATE LOANS.
IF SUCH LENDER SHALL REPAY TO THE
ADMINISTRATIVE AGENT SUCH CORRESPONDING AMOUNT, SUCH AMOUNT SHALL CONSTITUTE
SUCH LENDER'S LOAN AS PART OF SUCH BORROWING FOR PURPOSES OF THIS AGREEMENT.
(C)
IF IN A NOTICE OF BORROWING NO ELECTION AS
TO THE (I) TYPE OF LOAN IS SPECIFIED IN ANY SUCH NOTICE, THEN THE REQUESTED LOAN
SHALL BE A BASE RATE LOAN (UNLESS SUCH REQUESTED LOAN IS IN AN OPTIONAL
CURRENCY) AND (II) CURRENCY OF SUCH LOAN IS SPECIFIED IN ANY SUCH NOTICE, THEN
THE REQUESTED LOAN SHALL BE IN DOLLARS.
IF A LIBOR LOAN IS REQUESTED BUT NO
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INTEREST PERIOD WITH RESPECT TO SUCH LOAN IS SPECIFIED IN ANY SUCH NOTICE, THEN
THE BORROWERS SHALL BE DEEMED TO HAVE SELECTED AN INTEREST PERIOD OF ONE MONTH'S
DURATION.
2.5
Conversion and Continuation Options.
The
Borrowers shall have the right at any time upon prior irrevocable notice to the
Administrative Agent (i) not later than 11:00 noon, Philadelphia time, one
(1) Business Day prior to conversion, to convert any LIBOR Loan to a Base Rate
Loan, (ii) not later than 11:00 a.m., Philadelphia time, three (3) Business Days
prior to conversion or continuation, to convert any Base Rate Loan into a LIBOR
Loan or to continue any LIBOR Loan as a LIBOR Loan for any additional Interest
Period, (iii) not later than 11:00 a.m. Philadelphia time, four (4) Business
Days prior to continuation, to continue any LIBOR Loan denominated in an
Optional Currency as a LIBOR Loan in such currency for an additional Interest
Period and (iv) not later than 11:00 a.m. Philadelphia time, four (4) Business
Days prior to conversion to convert the Interest Period with respect to any Loan
in an Optional Currency to another permissible Interest Period, subject in each
case to the following:
(A)
A LIBOR LOAN MAY NOT BE CONVERTED AT A TIME
OTHER THAN THE LAST DAY OF THE INTEREST PERIOD APPLICABLE THERETO;
(B)
ANY PORTION OF A LOAN MATURING OR REQUIRED
TO BE REPAID IN LESS THAN ONE MONTH MAY NOT BE CONVERTED INTO OR CONTINUED AS A
LIBOR LOAN;
(C)
NO LIBOR LOAN MAY BE CONTINUED AS SUCH AND
NO BASE RATE LOAN MAY BE CONVERTED TO A LIBOR LOAN WHEN ANY DEFAULT OR EVENT OF
DEFAULT HAS OCCURRED AND IS CONTINUING AND THE ADMINISTRATIVE AGENT OR THE
REQUIRED LENDERS HAVE DETERMINED THAT SUCH A CONTINUATION IS NOT APPROPRIATE;
(D)
ANY PORTION OF A LIBOR LOAN THAT CANNOT BE
CONVERTED INTO OR CONTINUED AS A LIBOR LOAN BY REASON OF SUBSECTION 2.5(B) OR
2.5(C) OR AS TO WHICH THE BORROWERS HAVE FAILED TO GIVE NOTICE OF CONVERSION OR
CONTINUATION AUTOMATICALLY SHALL IN THE CASE OF A LIBOR LOAN DENOMINATED IN AN
OPTIONAL CURRENCY BE PREPAID ON THE LAST DAY OF THE INTEREST PERIOD IN EFFECT
FOR SUCH LOAN (SUBJECT TO THE PROVISIONS OF SUBSECTION 2.12(C)), OR IN THE CASE
OF ANY OTHER LIBOR LOAN BE CONVERTED TO A BASE RATE LOAN ON THE LAST DAY OF THE
INTEREST