Conversion. Borrower may convert LIBOR Rate Loans to Base Rate Loans at any time; provided, that in the event that LIBOR Rate Loans are converted or prepaid on any date that is not the last day of the Interest Period applicable thereto, including as a result of any prepayment through the required application by Agent of any payments or proceeds of Collateral in accordance with [Section 2.4(b)] or for any other reason, including early termination of the term of this Agreement or acceleration of all or any portion of the Obligations pursuant to the terms hereof, Borrower shall indemnify, defend, and hold Agent and the Lenders and their Participants harmless against any and all Funding Losses in accordance with [Section 2.12] (b)(ii).

Borrowers may convert LIBOR Rate Loans to Base Rate Loans at any time; provided, that in the event that LIBOR Rate Loans are converted or prepaid on any date that is not the last dayBusiness Day, subject to delivery of the Interest Period applicable thereto, including as a resultNotice of any prepayment through the required application by Agent of any payments or proceeds of Collateral in accordance with [Section 2.4(b)] or for any other reason, including early termination of the term of this Agreement or acceleration of all orConversion/Continuation, elect to convert any portion of the Obligations pursuantBase Rate Loans to, or to continue any LIBOR Loan at the terms hereof, Borrowerend of its Interest Period as, a LIBOR Loan. During any Default or Event of Default, Agent may (and shall indemnify, defend, and hold Agent andat the Lenders and their Participants harmless against any and all Funding Losses in accordance with [Section 2.12] (b)(ii).direction of Required Lenders) declare that no Loan may be made, converted or continued as a LIBOR Loan.

The Borrower may elect from time to time to convert any of its outstanding Loans to a Loan of another Type and such Loans shall thereafter bear interest as a Base Rate Loan or a LIBOR Rate LoansLoan, as applicable; provided that # with respect to any such conversion of a LIBOR Rate Loan to a Base Rate LoansLoan, the Borrower shall give the Agent at any time; provided, that in the event that LIBOR Rate Loans are converted or prepaidleast one (1) Business Day’s prior written notice of such election, and such conversion shall only be made on any date that is not the last day of the Interest Period applicable thereto, includingwith respect to such LIBOR Rate Loan unless the Borrower pay Breakage Costs as required under this Agreement; # with respect to any such conversion of a resultBase Rate Loan to a LIBOR Rate Loan, the Borrower shall give the Agent at least three (3) LIBOR Business Days’ prior written notice of such election and the Interest Period requested for such Loan, the principal amount of the Loan so converted shall be in a minimum aggregate amount of ​ and minimum increments of ​ in excess thereof, after giving effect to the making of such Loan, there shall be no more than six (6) LIBOR Rate Loans outstanding at any one time; and # no Loan may be converted into a LIBOR Rate Loan when any Default or Event of Default has occurred and is continuing. All or any part of the outstanding Loans of any prepayment throughType may be converted as provided herein, provided that no partial conversion shall result in a Base Rate Loan in a principal amount of less than ​ or a LIBOR Rate Loan in a principal amount of less than ​. On the required application by Agentdate on which such conversion is being made, each Lender shall take such action as is necessary to transfer its Commitment Percentage of any paymentssuch Loans to its Domestic Lending Office or proceeds of Collateral in accordance with [Section 2.4(b)] or for any other reason, including early termination ofits LIBOR Lending Office, as the term of this Agreement or acceleration of all or any portion of the Obligations pursuantcase may be. Each Conversion/Continuation Request relating to the terms hereof, Borrowerconversion of a Base Rate Loan to a LIBOR Rate Loan shall indemnify, defend, and hold Agent andbe irrevocable by the Lenders and their Participants harmless against any and all Funding Losses in accordance with [Section 2.12] (b)(ii).Borrower.

Conversion; Prepayment. Borrowers may convert LIBOR RateSOFR Loans to Base Rate Loans or prepay SOFR Loans at any time; provided, that in the event that LIBOR RateSOFR Loans are converted or prepaid on any date that is not the last day of the Interest Period applicable thereto, including as a result of any prepayment through the required application by Agent of any payments or proceeds of Collateral in accordance with [Section 2.4(b)] or for any other reason, including early termination of the term of this Agreement or acceleration of all or any portion of the Obligations pursuant to the terms hereof, each Borrower shall indemnify, defend, and hold Agent and the Lenders and their Participants harmless against any and all Funding Losses in accordance with [Section 2.12] (b)12(b)(ii)].

Conversion; Prepayment. Borrowers may convert LIBOR RateSOFR Loans to Base Rate Loans or prepay SOFR Loans at any time; provided, that in the event that LIBOR RateSOFR Loans are converted or prepaid on any date that is not the last day of the Interest Period applicable thereto, including as a result of any prepayment through the required application by Agent of any payments or proceeds of Collateral in accordance with [Section 2.4(b)] or for any other reason, including early termination of the term of this Agreement or acceleration of all or any portion of the Obligations pursuant to the terms hereof, each Borrower shall indemnify, defend, and hold Agent and the Lenders and their Participants harmless against any and all Funding Losses in accordance with [Section 2.12] (b)12(b)(ii)].

The Borrower may elect from time to time to convert any outstanding Loan of any Class to a Loan of the same Class but of another Type and such Loan shall thereafter bear interest as a Base Rate Loan or a LIBOR Rate LoansLoan, as applicable; provided that # with respect to any such conversion of a LIBOR Rate Loan to a Base Rate LoansLoan, the Borrower shall give the Agent at any time; provided, that in the event that LIBOR Rate Loans are converted or prepaidleast one (1) Business Day’s prior written notice of such election, and such conversion shall only be made on any date that is not the last day of the Interest Period applicable thereto, includingwith respect to such LIBOR Rate Loan unless the Borrower pay Breakage Costs as required under this Agreement; # with respect to any such conversion of a resultBase Rate Loan to a LIBOR Rate Loan, the Borrower shall give the Agent at least three (3) LIBOR Business Days’ prior written notice of such election and the Interest Period requested for such Loan, the principal amount of the Loan so converted shall be in a minimum aggregate amount of ​ and minimum increments of ​ in excess thereof, after giving effect to the making of such Loan, there shall be no more than eight (8) LIBOR Rate Loans outstanding at any one time; and # no Loan may be converted into a LIBOR Rate Loan when any Default or Event of Default has occurred and is continuing. All or any part of the outstanding Loans of any prepayment throughClass and Type may be converted as provided herein, provided that no partial conversion shall result in a Base Rate Loan in a principal amount of less than ​ or a LIBOR Rate Loan in a principal amount of less than ​. On the required application by Agentdate on which such conversion is being made, each Lender shall take such action as is necessary to transfer its Applicable Percentage of any paymentssuch Loans, as applicable, to its Domestic Lending Office or proceeds of Collateral in accordance with [Section 2.4(b)] or for any other reason, including early termination ofits LIBOR Lending Office, as the term of this Agreement or acceleration of all or any portion of the Obligations pursuantcase may be. Each Conversion/Continuation Request relating to the terms hereof, Borrowerconversion of a Base Rate Loan to a LIBOR Rate Loan shall indemnify, defend, and hold Agent andbe irrevocable by the Lenders and their Participants harmless against any and all Funding Losses in accordance with [Section 2.12] (b)(ii).Borrower.