Prepayment of Eurocurrency Rate Loans. Each prepayment shall be accompanied by any amount required to be paid pursuant to [Section 5.9]; provided that, so long as no Event of Default shall have occurred and be continuing, if any prepayment of Eurocurrency Rate Loans is required to be made under this Section 4.4(b) prior to the last day of the Interest Period therefor, in lieu of making any payment pursuant to this Section 4.4(b) in respect of any such Eurocurrency Rate Loan prior to the last day of the Interest Period therefor, the Borrower may, in its sole discretion, deposit an amount sufficient to make any such prepayment otherwise required to be made thereunder together with accrued interest to the last day of such Interest Period into an account held at, and subject to the sole control of, the Administrative Agent until the last day of such Interest Period, at which time the Administrative Agent shall be authorized (without any further action by or notice to or from the Borrower or any other Credit Party) to apply such amount to the prepayment of such Term Loans in accordance with this Section 4.4(b). Upon the occurrence and during the continuance of any Event of Default, the Administrative Agent shall also be authorized (without any further action by or notice to or from the Borrower or any other Credit Party) to apply such amount to the prepayment of the outstanding Term Loans in accordance with the relevant provisions of this Section 4.4(b).

Eurocurrency Rate Loans. Except as otherwise provided herein, a Eurocurrency Rate Loan may be continued or converted only on the last day of an Interest Period for such Eurocurrency Rate Loan. During the existence of a Default, no Loans may be requested as, converted to or continued as Eurocurrency Rate Loans without the consent of the Required Lenders, and the Required Lenders may demand that any or all of the outstanding Eurocurrency Rate Loans denominated in Dollars be converted immediately to Base Rate Loans and any or all of the then outstanding Eurocurrency Rate Loans denominated in an Alternative Currency be prepaid, or redenominated into Dollars in the amount of the Dollar Equivalent thereof, on the last day of the then current Interest Period with respect thereto.

Eurocurrency Loans. The Loans constituting each Eurocurrency Borrowing denominated in CAD shall bear interest at a rate per annum equal to the Adjusted CDOR Rate for the related Interest Period for such Borrowing plus the Applicable Margin. The Loans constituting each Eurocurrency Borrowing denominated in Euros shall bear interest at a rate per annum equal to the Adjusted EURIBO Rate for the related Interest Period for such Borrowing plus the Applicable Margin.

Limitation on Prepayment of LIBOR Rate Loans. The Borrower may not prepay any LIBOR Rate Loan on any day other than on the last day of the Interest Period applicable thereto unless such prepayment is accompanied by any amount required to be paid pursuant to [Section 5.9] hereof.

Eurocurrency Rate Advances. If such Advance is a Eurocurrency Rate Advance, a rate per annum for each Interest Period for such Advance equal to the sum of the Eurocurrency Rate for such Interest Period plus the Applicable Margin for Eurocurrency Rate Advances as in effect from time to time, payable on the last day of such Interest Period and, if such Interest Period has a duration of more than three months, on the day which occurs every three months after the first day of such Interest Period, and on the date such Eurocurrency Rate Advance shall be Continued, Converted or paid in full.

Existing Eurocurrency Loans. Notwithstanding anything to the contrary in the Credit Agreement or this Amendment, any Loan denominated in Dollars and bearing interest by reference to the LIBO Rate (as defined in the Credit Agreement prior to giving effect to this Amendment) outstanding as of the Amendment Effective Date shall continue to bear interest at the LIBO Rate until the end of the applicable Interest Period for such Loan as in effect on the Amendment Effective Date and the LIBOR-related provisions of the Credit Agreement (prior to giving effect to this Amendment) applicable thereto shall continue and remain in effect (notwithstanding the election of the Administrative Agent and the Borrower to establish an alternate rate of interest to the LIBO Rate and the occurrence of the Amendment Effective Date) until the end of the applicable Interest Period for such Loans as in effect on the Amendment Effective Date, after which such provisions shall have no further force or effect and such Loans bearing interest by reference to the LIBO Rate shall, unless otherwise repaid or prepaid, be converted to Term SOFR Loans or ABR Loans in accordance with Section 2.07 of the Credit Agreement (after giving effect to this Amendment).

Notwithstanding anything to the contrary contained in any Loan Document, the interest paid or agreed to be paid under the Loan Documents shall not exceed the maximum rate of non-usurious interest permitted by Applicable Law (the “Maximum Rate”). If the Administrative Agent or any Lender shall receive interest in an amount that exceeds the Maximum Rate, the excess interest shall be applied to the principal of the Loans or, if it exceeds such unpaid principal, refunded to the Borrower. In determining whether the interest contracted for, charged, or received by the Administrative Agent or a Lender exceeds the Maximum Rate, such Person may, to the extent permitted by Applicable Law, # characterize any payment that is not principal as an expense, fee, or premium rather than interest, # exclude voluntary prepayments and the effects thereof, and # amortize, prorate, allocate, and spread in equal or unequal parts the total amount of interest throughout the contemplated term of the Obligations hereunder.

Interest Rate Limitation. Notwithstanding anything herein to the contrary, if at any time the interest rate applicable to any Loan, together with all fees, charges and other amounts which are treated as interest on such Loan under applicable law (collectively, the “Charges”), shall exceed the maximum lawful rate (the “Maximum Rate”) which may be contracted for, charged, taken, received or reserved by the Lender holding such Loan in accordance with applicable law, the rate of interest payable in respect of such Loan hereunder, together with all Charges payable in respect thereof, shall be limited to the Maximum Rate and, to the extent lawful, the interest and Charges that would have been payable in respect of such Loan but were not payable as a result of the operation of this Section shall be cumulated and the interest and Charges payable to such Lender in respect of other Loans or periods shall be increased (but not above the Maximum Rate therefor) until such cumulated amount, together with interest thereon at the NYFRB Rate to the date of repayment, shall have been received by such Lender.

Eurodollar Rate Loans. Notwithstanding any other provision of this Agreement, # the [[Organization A:Organization]] may only select Eurodollar Rate Loans in an aggregate amount of $10,000,000 or an integral multiple of $1,000,000 in excess thereof and # there shall not at any time be more than five Borrowings having different Interest Periods.

Eurodollar Rate Loans. Subject to the provisions of clause (c) below, each Eurodollar Rate Loan shall bear interest during each Interest Period it is outstanding (computed on the basis of a year of 360 days and actual days elapsed) on the unpaid principal amount thereof from the date such Loan is advanced, continued or created by conversion from a Base Rate Loan until the Maturity Date at a rate per annum equal to the sum of # the Applicable Margin plus # the Eurodollar Rate applicable for such Interest Period, payable in arrears on each Interest Payment Date and on the Maturity Date.