Common use of Currency Conversion and Currency Indemnity Clause in Contracts

Currency Conversion and Currency Indemnity. (a) Guarantor shall make payment relative to any Obligation in the currency (the “Agreed Currency”) in which the underlying Obligation was incurred. If any payment is received on account of any Obligation in any currency (the “Other Currency”) other than the Agreed Currency (whether pursuant to an order or judgment or the enforcement thereof or the liquidation of Guarantor or otherwise howsoever), such payment shall constitute a discharge of the liability of Guarantor hereunder in respect of such Obligation only to the extent of the amount of the Agreed Currency which the relevant Lenders are able to purchase with the amount of the Other Currency received by it on the Business Day next following such receipt in accordance with its normal procedures and after deducting any premium and costs of exchange. (b) If, for the purpose of obtaining or enforcing judgment in any court in any jurisdiction, it becomes necessary to convert into a particular currency (the “Judgment Currency”) any amount due in the Agreed Currency then the conversion shall be made on the basis of the rate of exchange prevailing on the next Business Day following the date such judgment is given and in any event Guarantor shall be obligated to pay the Lenders any deficiency in accordance with Section 20(c). For the foregoing purposes “rate of exchange” means the rate at which the relevant Lenders, as applicable, in accordance with their normal banking procedures are able on the relevant date to purchase the Agreed Currency with the Judgment Currency after deducting any premium and costs of exchange.

Currency Conversion and Currency Indemnity. (a) Canadian Borrowers and Canadian Guarantor (collectively, for purposes of this Section 3.10 herein referred to as "Obligors") shall make payment relative to any Obligation in the currency (the “"Agreed Currency”") in which the underlying Obligation was incurred. If any payment is received on account of any Obligation in any currency (the “"Other Currency”") other than the Agreed Currency (whether voluntarily or pursuant to an order or judgment or the enforcement thereof or the realization of any security or the liquidation of Guarantor such Obligor or otherwise howsoever), such payment shall constitute a discharge of the liability of Guarantor an Obligor hereunder and under the other Canadian Loan Documents in respect of such Obligation only to the extent of the amount of the Agreed Currency which the relevant Lenders Lender Parties are able to purchase with the amount of the Other Currency received by it on the Business Day next following such receipt in accordance with its normal procedures and after deducting any premium and costs of exchange. (b) If, for the purpose of obtaining or enforcing judgment in any court in any jurisdiction, it becomes necessary to convert into a particular currency (the “"Judgment Currency”") any amount due in the Agreed Currency then the conversion shall be made on the basis of the rate of exchange prevailing on the next Business Day following the date such judgment is given and in any event Guarantor each Obligor shall be obligated to pay the Lenders Lender Parties any deficiency in accordance with Section 20(c3.10(c). For the foregoing purposes “"rate of exchange” " means the rate at which the relevant LendersLender Parties, as applicable, in accordance with their normal banking procedures are able on the relevant date to purchase the Agreed Currency with the Judgment Currency after deducting any premium and costs of exchange.

Currency Conversion and Currency Indemnity. (a) Guarantor Restricted Persons shall make payment relative to any US Obligation in the currency (the “"Agreed Currency”") in which the underlying US Obligation was incurred. If any payment is received on account of any US Obligation in any currency (the “"Other Currency”") other than the Agreed Currency (whether voluntarily or pursuant to an order or judgment or the enforcement thereof or the realization of any security or the liquidation of Guarantor such Restricted Person or otherwise howsoever), such payment shall constitute a discharge of the liability of Guarantor a Restricted Person hereunder and under the other US Loan Documents in respect of such US Obligation only to the extent of the amount of the Agreed Currency which the relevant Lenders Lender Parties are able to purchase with the amount of the Other Currency received by it on the Business Day next following such receipt in accordance with its normal procedures and after deducting any premium and costs of exchange. (b) If, for the purpose of obtaining or enforcing judgment in any court in any jurisdiction, it becomes necessary to convert into a particular currency (the “"Judgment Currency”") any amount due in the Agreed Currency then the conversion shall be made on the basis of the rate of exchange prevailing on the next Business Day following the date such judgment is given and in any event Guarantor each Restricted Person shall be obligated to pay the Lenders Lender Parties any deficiency in accordance with Section 20(c3.10(c). For the foregoing purposes “"rate of exchange” " means the rate at which the relevant LendersLender Parties, as applicable, in accordance with their normal banking procedures are able on the relevant date to purchase the Agreed Currency with the Judgment Currency after deducting any premium and costs of exchange.

Currency Conversion and Currency Indemnity. (a) Guarantor The Applicable Borrower shall make payment relative to any Obligation each Loan made to it and each Letter of Credit issued for its account in the currency (the “Agreed Agreement Currency”) in which the underlying Obligation such Loan was incurredmade or such Letter of Credit was issued. If any such payment is received on account of any Obligation in any currency (the “Other Currency”) other than the Agreed Agreement Currency (whether voluntarily or pursuant to an order or judgment or the enforcement thereof or the realization of any security or the liquidation of Guarantor the Applicable Borrower or otherwise howsoever), such payment shall constitute a discharge of the liability of Guarantor the Applicable Borrower hereunder and under the other Loan Documents in respect of such Obligation obligation only to the extent of the amount of the Agreed Agreement Currency which the relevant Lenders are Lender or Issuing Bank or Agent, as the case may be, is able to purchase with the amount of the Other Currency received by it on the Business Day next following such receipt in accordance with its normal procedures and after deducting any premium and costs of exchange. (b) If, for the purpose of obtaining or enforcing judgment in any court in any jurisdiction, it becomes necessary to convert a sum owing hereunder in one currency into a particular currency (another currency, each party hereto agrees, to the “Judgment Currency”) any amount due in fullest extent that it may effectively do so, that the Agreed Currency then the conversion rate of exchange used shall be made on the basis of the rate of exchange prevailing on the next Business Day following next preceding the date such day on which judgment is given and in any event Guarantor the Applicable Borrower shall be obligated to pay the Lenders relevant Applicable Agent, the relevant Issuing Bank or the relevant Lender, as applicable, any deficiency in accordance with Section 20(c13.22(c). For the foregoing purposes purposes, “rate of exchange” means the rate at which the relevant LendersApplicable Agent, the relevant Issuing Bank or relevant Lender, as applicable, in accordance with their its normal banking procedures are able on in the relevant date to purchase jurisdiction the Agreed Currency first currency could be purchased with the Judgment Currency such other currency, after deducting any premium and costs of exchange.

Currency Conversion and Currency Indemnity. (aThe Borrower shall reimburse an L/C Issuer pursuant to Section 2.9(c)(i) Guarantor shall make payment relative to any Obligation in the currency (the “"Agreed Currency”") in which the underlying Obligation Letter of Credit under which the relevant L/C Issuer made payment was incurredissued. If any payment is received on account of any Obligation Letter of Credit in any currency (the “"Other Currency”") other than the Agreed Currency (whether voluntarily, pursuant to the Borrower or an Unreimbursed Amount, or pursuant to an order or judgment or the enforcement thereof or the realization of any security or the liquidation of Guarantor the Borrower or otherwise howsoever), such payment shall constitute a discharge of the liability of Guarantor the Borrower hereunder and under the other Loan Documents in respect of such Obligation thereof only to the extent of the amount of the Agreed Currency which the relevant Lenders are L/C Issuer is able to purchase with the amount of the Other Currency received by it on the Business Day next following such receipt in accordance with its normal procedures and after deducting any premium and costs of exchange. (b) . If, for the purpose of obtaining or enforcing judgment in any court in any jurisdiction, it becomes necessary to convert into a particular currency (the “"Judgment Currency”") any amount due in the Agreed Currency Currency, then the conversion shall be made on the basis of the rate of exchange prevailing on the next Business Day following the date such judgment is given and in any event Guarantor the Borrower shall be obligated to pay the Lenders relevant L/C Issuer any deficiency in accordance with Section 20(c2.9(l)(iii). For the foregoing purposes “"rate of exchange” " means the rate at which the relevant Lenders, as applicablean L/C Issuer, in accordance with their its normal banking procedures are is able on the relevant date to purchase the Agreed Currency with the Judgment Currency after deducting any premium and costs of exchange. If an L/C Issuer receives any payment or payments on account of the liability of the Borrower hereunder pursuant to any judgment or order in any Other Currency, and the amount of the Agreed Currency which the relevant L/C Issuer is able to purchase on the Business Day next following such receipt with the proceeds of such payment or payments in accordance with its normal procedures and after deducting any premiums and costs of exchange is less than the amount of the Agreed Currency due in respect of such liabilities immediately prior to such judgment or order, then the Borrower on demand shall, and the Borrower hereby agrees to, indemnify and save the relevant L/C Issuer harmless from and against any loss, cost or expense arising out of or in connection with such deficiency. The agreement of indemnity provided for in this Section 2.9(l)(iii) shall constitute an obligation separate and independent from all other obligations contained in this Agreement, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted an L/C Issuer, Administrative Agent or Bank, or any of them from time to time, and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due hereunder or under any judgment or order.

Currency Conversion and Currency Indemnity. (a) Canadian Borrowers and Canadian Guarantor (collectively, for purposes of this Section 3.10 herein referred to as "Obligors") shall make payment relative to any Obligation in the currency (the “"Agreed Currency”") in which the underlying Obligation was incurred. If any payment is received on account of any Obligation in any currency (the “"Other Currency”") other than the Agreed Currency (whether voluntarily, pursuant to any Conversion of a Canadian Advance or pursuant to an order or judgment or the enforcement thereof or the realization of any security or the liquidation of Guarantor such Obligor or otherwise howsoever), such payment shall constitute a discharge of the liability of Guarantor an Obligor hereunder and under the other Canadian Loan Documents in respect of such Obligation only to the extent of the amount of the Agreed Currency which the relevant Lenders Lender Parties are able to purchase with the amount of the Other Currency received by it on the Business Day next following such receipt in accordance with its normal procedures and after deducting any premium and costs of exchange. (b) If, for the purpose of obtaining or enforcing judgment in any court in any jurisdiction, it becomes necessary to convert into a particular currency (the “"Judgment Currency”") any amount due in the Agreed Currency then the conversion shall be made on the basis of the rate of exchange prevailing on the next Business Day following the date such judgment is given and in any event Guarantor each Obligor shall be obligated to pay the Lenders Lender Parties any deficiency in accordance with Section 20(c3.10(c). For the foregoing purposes “"rate of exchange” " means the rate at which the relevant LendersLender Parties, as applicable, in accordance with their normal banking procedures are able on the relevant date to purchase the Agreed Currency with the Judgment Currency after deducting any premium and costs of exchange.

Currency Conversion and Currency Indemnity. (a) Guarantor Each Borrower shall make payment relative to any Obligation obligation in the currency (the “Agreed Currency”) in which the underlying Obligation obligation was incurredeffected. If any payment is received on account of any Obligation obligation in any currency (the “Other Currency”) other than the Agreed Currency (whether voluntarily or pursuant to an order or judgment or the enforcement thereof or the realization of any collateral or the liquidation of Guarantor a Borrower or otherwise howsoeverotherwise), such payment shall constitute a discharge of the liability of Guarantor such Borrower hereunder and under the other Loan Documents in respect of such Obligation obligation only to the extent of the amount of the Agreed Currency which the relevant Lenders are Applicable Lender or Applicable Administrative Agent, as the case may be, is able to purchase with the amount of the Other Currency received by it on the Business Day next following such receipt in accordance with its normal procedures and after deducting any premium and costs of exchange. (b) If, for the purpose of obtaining or enforcing judgment in any court in any jurisdiction, it becomes necessary to convert into a particular currency (the “Judgment Currency”) any amount due in the Agreed Currency then the conversion shall be made on the basis of the rate of exchange prevailing on the next Business Day following the date such judgment is given and in any event Guarantor the Applicable Borrower shall be obligated to pay the Applicable Administrative Agent and the Applicable Lenders any deficiency in accordance with Section 20(c2.23(c). For the foregoing purposes “rate of exchange” means the rate at which the relevant LendersApplicable Lender or Applicable Administrative Agent, as applicablethe case may be, in accordance with their its normal banking procedures are is able on the relevant date to purchase the Agreed Currency with the Judgment Currency after deducting any premium and costs of exchange.

Currency Conversion and Currency Indemnity. (a) Guarantor Each Obligor shall make payment relative to any Obligation in the currency (the “Agreed Currency”"AGREED CURRENCY") in which the underlying Obligation was incurred. If any payment is received on account of any Obligation in any currency (the “Other Currency”"OTHER CURRENCY") other than the Agreed Currency (whether voluntarily, pursuant to any conversion of a Loan or pursuant to an order or judgment or the enforcement thereof or the realization of any security or the liquidation of Guarantor such Obligor or otherwise howsoever), such payment shall constitute a discharge of the liability of Guarantor an Obligor hereunder and under the other Loan Documents in respect of such Obligation only to the extent of the amount of the Agreed Currency which the relevant Canadian Administrative Agent and Lenders are able to purchase with the amount of the Other Currency received by it on the Business Day next following such receipt in accordance with its normal procedures and after deducting any premium and costs of exchange. (b) If, If for the purpose of obtaining or enforcing judgment in any court in any jurisdiction, it becomes necessary to convert into a particular currency (the “Judgment Currency”"JUDGMENT CURRENCY") any amount due in the Agreed Currency then the conversion shall be made on the basis of the rate of exchange prevailing on the next Business Day following the date such judgment is given and in any event Guarantor each Obligor shall be obligated to pay the Canadian Administrative Agent and Lenders any deficiency in accordance with Section 20(c4.10(c). For the foregoing purposes “purposes, "rate of exchange” " means the rate at which the relevant LendersNoon Rate, as applicable, in accordance with their normal banking procedures are able on the relevant date to purchase the Agreed Currency with the Judgment Currency after deducting any premium and costs of exchange. (c) If the Canadian Administrative Agent or any Lender receives any payment or payments on account of the liability of an Obligor hereunder pursuant to any judgment or order in any Other Currency, and the amount of the Agreed Currency which the relevant Canadian Administrative Agent or Lender is able to purchase on the Business Day next following such receipt with the proceeds of such payment or payments in accordance with its normal procedures and after deducting any premiums and costs of exchange is less than the amount of the Agreed Currency due in respect of such Obligations immediately prior to such judgment or order, then Borrower on demand shall indemnify and save such Canadian Administrative Agent and Lenders harmless from and against any loss, cost or expense arising out of or in connection with such deficiency. The agreement of indemnity provided for in this SECTION 4.10(c) shall constitute an obligation separate and independent from all other obligations contained in this Agreement, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by the Canadian Administrative Agent and the Lenders or any of them from time to time, and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due hereunder or under any judgment or order.

Currency Conversion and Currency Indemnity. (a) Guarantor Borrowers shall make payment relative to any Obligation in the currency (the “"Agreed Currency”") in which the underlying Obligation was incurred. If any payment is received on account of any Obligation in any currency (the “Other Currency”"OTHER CURRENCY") other than the Agreed Currency (whether voluntarily, pursuant to any Conversion of an Advance or pursuant to an order or judgment or the enforcement thereof or the realization of any security or the liquidation of Guarantor such Borrower or otherwise howsoever), such payment shall constitute a discharge of the liability of Guarantor a Borrower hereunder and under the other Loan Documents in respect of such Obligation only to the extent of the amount of the Agreed Currency which the relevant Lenders are Lender is able to purchase with the amount of the Other Currency received by it on the Business Day next following such receipt in accordance with its normal procedures and after deducting any premium and costs of exchange. (b) If, for the purpose of obtaining or enforcing judgment in any court in any jurisdiction, it becomes necessary to convert into a particular currency (the “"Judgment Currency”") any amount due in the Agreed Currency then the conversion shall be made on the basis of the rate of exchange prevailing on the next Business Day following the date such judgment is given and in any event Guarantor the applicable Borrower shall be obligated to pay the Lenders any deficiency in accordance with Section 20(c3.10(c). For the foregoing purposes “rate of exchange” "RATE OF EXCHANGE" means the rate at which the relevant Lenders, as applicable, in accordance with their normal banking procedures are able on the relevant date to purchase the Agreed Currency with the Judgment Currency after deducting any premium and costs of exchange.

Currency Conversion and Currency Indemnity. (a) Guarantor Each Borrower shall make payment relative to any Obligation each Loan made to it in the currency (the “Agreed Currency”) in which the underlying Obligation such Loan was incurredmade. If any payment is received on account of any Obligation Loan in any currency (the “Other Currency”) other than the Agreed Currency (whether voluntarily or pursuant to an order or judgment or the enforcement thereof or the realization of any security or the liquidation of Guarantor any Borrower or otherwise howsoever), such payment shall constitute a discharge of the liability of Guarantor the applicable Borrower hereunder and under the other Loan Documents in respect of such Obligation obligation only to the extent of the amount of the Agreed Currency which the relevant Lenders are Lender or the Applicable Agent, as the case may be, is able to purchase with the amount of the Other Currency received by it on the Business Day next following such receipt in accordance with its normal procedures and after deducting any premium and costs of exchange. (b) If, for the purpose of obtaining or enforcing judgment in any court in any jurisdiction, it becomes necessary to convert into a particular currency (the “Judgment Currency”) any amount due in the Agreed Currency Currency, then the conversion shall be made on the basis of the rate of exchange prevailing on the next Business Day following next preceding the date such day on which judgment is given and in any event Guarantor the applicable Borrower shall be obligated to pay the Applicable Agent and the applicable Lenders any deficiency in accordance with Section 20(c13.21(c). For the foregoing purposes purposes, “rate of exchange” means the rate at which the relevant LendersLender or Agent, as applicable, in accordance with their its normal banking procedures are is able on the relevant date to purchase the Agreed Currency with the Judgment Currency after deducting any premium and costs of exchange. (c) If (i) any Lender or Agent receives any payment or payments on account of the liability of any Borrower hereunder pursuant to any judgment or order in any Other Currency, and (ii) the amount of the Agreed Currency which the relevant Lender or Agent, as applicable, is able to purchase on the Business Day next following such receipt with the proceeds of such payment or payments in accordance with its normal procedures and after deducting any premiums and costs of exchange is less than the amount of the Agreed Currency due in respect of such obligations immediately prior to such judgment or order, then such Borrower on demand shall, and such Borrower hereby agrees to, indemnify and save the applicable Lenders and Agents harmless from and against any loss, cost or expense arising out of or in connection with such deficiency. (d) The agreement of indemnity provided for in this Section 13.21 shall constitute an obligation separate and independent from all other obligations contained in this Agreement, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by the Lenders or the Agents or any of them from time to time, and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due hereunder or under any judgment or order.

Currency Conversion and Currency Indemnity. (a) Guarantor shall make payment relative to any Obligation in the currency (the “Agreed Currency”) in which the underlying Obligation was incurred. If any payment is received on account of any Obligation in any currency (the “Other Currency”) other than the Agreed Currency (whether pursuant to an order or judgment or the enforcement thereof or the liquidation of Guarantor or otherwise howsoever), such payment shall constitute a discharge of the liability of Guarantor hereunder in respect of such Obligation only to the extent of the amount of the Agreed Currency which the relevant Lenders are able to purchase with the amount of the Other Currency received by it on the Business Day next following such receipt in accordance with its normal procedures and after deducting any premium and costs of exchange. (b) If, for the purpose of obtaining or enforcing judgment in any court in any jurisdiction, it becomes necessary to convert into a particular currency (the “Judgment Currency”) any amount due in the Agreed Currency then the conversion shall be made on the basis of the rate of exchange prevailing on the next Business Day following the date such judgment is given and in any event Guarantor shall be obligated to pay the Lenders any deficiency in accordance with Section 20(c). For the foregoing purposes “rate of exchange” means the rate at which the relevant Lenders, as applicable, in accordance with their normal banking procedures are able on the relevant date to purchase the Agreed Currency with the Judgment Currency after deducting any premium and costs of exchange. (c) If any Lender receives any payment or payments on account of the liability of Guarantor hereunder pursuant to any judgment or order in any Other Currency, and the amount of the Agreed Currency which the relevant Lender is able to purchase on the Business Day next following such receipt with the proceeds of such payment or payments in accordance with its normal procedures and after Exhibit G-1(U.S. Borrower) to Devon Credit Agreement deducting any premiums and costs of exchange is less than the amount of the Agreed Currency due in respect of such Obligations immediately prior to such judgment or order, then Guarantor shall within five Business Days after demand, and Guarantor hereby agrees to, indemnify and save such Lender harmless from and against any loss, cost or expense arising out of or in connection with such deficiency. The agreement of indemnity provided for in this Section 20(c) shall constitute an obligation separate and independent from all other obligations contained in this Guaranty, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by the Lenders or any of them from time to time, and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due hereunder or under any judgment or order.Section 21. Final Agreement. THIS WRITTEN AGREEMENT AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES. Exhibit G-1(U.S. Borrower) to Devon Credit Agreement

Currency Conversion and Currency Indemnity. (a) Guarantor Restricted Persons shall make payment relative to any US Obligation in the currency (the “"Agreed Currency”") in which the underlying US Obligation was incurred. If any payment is received on account of any US Obligation in any currency (the “"Other Currency”") other than the Agreed Currency (whether voluntarily or pursuant to an order or judgment or the enforcement thereof or the realization of any security or the liquidation of Guarantor such Restricted Person or otherwise howsoever), such payment shall constitute a discharge of the liability of Guarantor a Restricted Person hereunder and under the other US Loan Documents in respect of such US Obligation only to the extent of the amount of the Agreed Currency which the relevant Lenders Lender Parties are able to purchase with the amount of the Other Currency received by it on the Business Day next following such receipt in accordance with its normal procedures and after deducting any premium and costs of exchange. (b) If, for the purpose of obtaining or enforcing judgment in any court in any jurisdiction, it becomes necessary to convert into a particular currency (the “Judgment the"Judgment Currency”") any amount due in the Agreed Currency then the conversion shall be made on the basis of the rate of exchange prevailing on the next Business Day following the date such judgment is given and in any event Guarantor each Restricted Person shall be obligated to pay the Lenders Lender Parties any deficiency in accordance with Section 20(c3.10(c). For the foregoing purposes “"rate of exchange” " means the rate at which the relevant LendersLender Parties, as applicable, in accordance with their normal banking procedures are able on the relevant date to purchase the Agreed Currency with the Judgment Currency after deducting any premium and costs of exchange.

Currency Conversion and Currency Indemnity. (a) Guarantor shall make payment relative to any Obligation in the currency (the “Agreed Currency”) in which the underlying Obligation was incurred. If any payment is received on account of any Obligation in any currency (the “Other Currency”) other than the Agreed Currency (whether pursuant to an order or judgment or the enforcement thereof or the liquidation of Guarantor or otherwise howsoever), such payment shall constitute a discharge of the liability of Guarantor hereunder in respect of such Obligation only to the extent of the amount of the Agreed Currency which the relevant Lenders are able to purchase with the amount of the Other Currency received by it on the Business Day next following such receipt in accordance with its normal procedures and after deducting any premium and costs of exchange. (b) If, for the purpose of obtaining or enforcing judgment in any court in any jurisdiction, it becomes necessary to convert into a particular currency (the “Judgment Currency”) any amount due in the Agreed Currency then the conversion shall be made on the basis of the rate of exchange prevailing on the next Business Day following the date such judgment is given and in any event Guarantor shall be obligated to pay the Lenders any deficiency in accordance with Section 20(c). For the foregoing purposes “rate of exchange” means the rate at which the relevant Lenders, as applicable, in accordance with their normal banking procedures are able on the relevant date to purchase the Agreed Currency with the Judgment Currency after deducting any premium and costs of exchange. (c) If any Lender receives any payment or payments on account of the liability of Guarantor hereunder pursuant to any judgment or order in any Other Currency, and the amount of the Agreed Currency which the relevant Lender is able to purchase on the Business Day next following such receipt with the proceeds of such payment or payments in accordance with its normal procedures and after deducting any premiums and costs of exchange is less than the amount of the Agreed Currency due in respect of such Obligations immediately prior to such judgment or order, then Guarantor shall within five Business Days after demand, and Guarantor hereby agrees to, indemnify and save such Lender harmless from and against any loss, cost or expense arising out of or in connection with such deficiency. The agreement of indemnity provided for in this Section 20(c) shall constitute an obligation separate and independent from all other obligations contained in this Guaranty, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by the Lenders or any of them from time to time, and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due hereunder or under any judgment or order.

Currency Conversion and Currency Indemnity. (a) Guarantor Canadian Borrowers shall make payment relative to any Obligation in the currency (the “"Agreed Currency”") in which the underlying Obligation was incurred. If any payment is received on account of any Obligation in any currency (the “"Other Currency”") other than the Agreed Currency (whether voluntarily, pursuant to any Conversion of a Canadian Advance or pursuant to an order or judgment or the enforcement thereof or the realization of any security or the liquidation of Guarantor such Canadian Borrower or otherwise howsoever), such payment shall constitute a discharge of the liability of Guarantor a Canadian Borrower hereunder and under the other Canadian Loan Documents in respect of such Obligation only to the extent of the amount of the Agreed Currency which the relevant Lenders Lender Parties are able to purchase with the amount of the Other Currency received by it on the Business Day next following such receipt in accordance with its normal procedures and after deducting any premium and costs of exchange. (b) If, for the purpose of obtaining or enforcing judgment in any court in any jurisdiction, it becomes necessary to convert into a particular currency (the “"Judgment Currency”") any amount due in the Agreed Currency then the conversion shall be made on the basis of the rate of exchange prevailing on the next Business Day following the date such judgment is given and in any event Guarantor the applicable Canadian Borrower shall be obligated to pay the Lenders Lender Parties any deficiency in accordance with Section 20(c3.10(c). For the foregoing purposes “"rate of exchange” " means the rate at which the relevant LendersLender Parties, as applicable, in accordance with their normal banking procedures are able on the relevant date to purchase the Agreed Currency with the Judgment Currency after deducting any premium and costs of exchange.

Currency Conversion and Currency Indemnity. (a) Guarantor The Applicable Borrower shall make payment relative to any Obligation each Loan made to it and each Letter of Credit issued for its account in the currency (the “Agreed Agreement Currency”) in which the underlying Obligation such Loan was incurredmade or such Letter of Credit was issued. If any such payment is received on account of any Obligation in any currency (the “Other Currency”) other than the Agreed Agreement Currency (whether voluntarily or pursuant to an order or judgment or the enforcement thereof or the realization of any security or the liquidation of Guarantor the Applicable Borrower or otherwise howsoever), such payment shall constitute a discharge of the liability of Guarantor the Applicable Borrower hereunder and under the other Loan Documents in respect of such Obligation obligation only to the extent of the amount of the Agreed Agreement Currency which the relevant Lenders are Lender or Issuing Bank or Agent, as the case may be, is able to purchase with the amount of the Other Currency received by it on the Business Day next following such receipt in accordance with its normal procedures and after deducting any premium and costs of exchange. (b) If, for the purpose of obtaining or enforcing judgment in any court in any jurisdiction, it becomes necessary to convert a sum owing hereunder in one currency into a particular currency (another currency, each party hereto agrees, to the “Judgment Currency”) any amount due in fullest extent that it may effectively do so, that the Agreed Currency then the conversion rate of exchange used shall be made on the basis of the rate of exchange prevailing on the next Business Day following next preceding the date such day on which judgment is given and in any event Guarantor the Applicable Borrower shall be obligated to pay the Lenders relevant Applicable Agent, the relevant Issuing Bank or the relevant Lender, as applicable, any deficiency in accordance with Section 20(c13.22(c). For the foregoing purposes purposes, “rate of exchange” means the rate at which the relevant LendersApplicable Agent, the relevant Issuing Bank or relevant Lender, as applicable, in accordance with their its normal banking procedures are able on in the relevant date to purchase jurisdiction the Agreed Currency first currency could be purchased with the Judgment Currency such other currency, after deducting any premium and costs of exchange. (c) The obligations of an Applicable Borrower in respect of any sum due to any party hereto (the “Applicable Creditor”) shall, notwithstanding any judgment in a currency (the “Judgment Currency”) other than the Agreement Currency, be discharged only to the extent that, on the Business Day following receipt by the Applicable Creditor of any sum adjudged to be so due in the Judgment Currency, the Applicable Creditor may in accordance with normal banking procedures in the relevant jurisdiction purchase the Agreement Currency with the Judgment Currency; if the amount of the Agreement Currency so purchased is less than the sum originally due to the Applicable Creditor in the Agreement Currency by an Applicable Borrower, then such Applicable Borrower agrees, as a separate obligation and notwithstanding any such judgment, to indemnify the Applicable Creditor against such loss. The obligations of an Applicable Borrower contained in this Section 13.22 shall survive the termination of this Agreement and the payment of all other amounts owing hereunder. (d) The agreement of indemnity provided for in this Section 13.22 shall constitute an obligation separate and independent from all other obligations contained in this Agreement, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by any Applicable Creditor from time to time, and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due hereunder or under any judgment or order.

Currency Conversion and Currency Indemnity. (a) Guarantor Each Obligor shall make payment relative to any Obligation in the currency (the “"Agreed Currency”") in which the underlying Obligation was incurred. If any payment is received on account of any Obligation in any currency (the “"Other Currency”") other than the Agreed Currency (whether voluntarily, pursuant to any conversion of a Loan or pursuant to an order or judgment or the enforcement thereof or the realization of any security or the liquidation of Guarantor such Obligor or otherwise howsoever), such payment shall constitute a discharge of the liability of Guarantor an Obligor hereunder and under the other Loan Documents in respect of such Obligation only to the extent of the amount of the Agreed Currency which the relevant Canadian Administrative Agent and Lenders are able to purchase with the amount of the Other Currency received by it on the Business Day next following such receipt in accordance with its normal procedures and after deducting any premium and costs of exchange. (b) If, If for the purpose of obtaining or enforcing judgment in any court in any jurisdiction, it becomes necessary to convert into a particular currency (the “"Judgment Currency”") any amount due in the Agreed Currency then the conversion shall be made on the basis of the rate of exchange prevailing on the next Business Day following the date such judgment is given and in any event Guarantor each Obligor shall be obligated to pay the Canadian Administrative Agent and Lenders any deficiency in accordance with Section 20(c4.10(c). For the foregoing purposes “purposes, "rate of exchange” " means the rate at which the relevant LendersNoon Rate, as applicable, in accordance with their normal banking procedures are able on the relevant date to purchase the Agreed Currency with the Judgment Currency after deducting any premium and costs of exchange. (c) If the Canadian Administrative Agent or any Lender receives any payment or payments on account of the liability of an Obligor hereunder pursuant to any judgment or order in any Other Currency, and the amount of the Agreed Currency which the relevant Canadian Administrative Agent or Lender is able to purchase on the Business Day next following such receipt with the proceeds of such payment or payments in accordance with its normal procedures and after deducting any premiums and costs of exchange is less than the amount of the Agreed Currency due in respect of such Obligations immediately prior to such judgment or order, then Borrower on demand shall indemnify and save such Canadian Administrative Agent and Lenders harmless from and against any loss, cost or expense arising out of or in connection with such deficiency. The agreement of indemnity provided for in this Section 4.10(c) shall constitute an obligation separate and independent from all other obligations contained in this Agreement, shall give rise to a separate and independent cause of action, shall apply irrespective of any indulgence granted by the Canadian Administrative Agent and the Lenders or any of them from time to time, and shall continue in full force and effect notwithstanding any judgment or order for a liquidated sum in respect of an amount due hereunder or under any judgment or order.