Common use of Currency Conversion and Currency Indemnity Clause in Contracts

Currency Conversion and Currency Indemnity. (a) The Canadian Borrower shall make payment relative to any Canadian Advance or Canadian Letter of Credit in Canadian Dollars. If any payment is received on account of any Canadian Advance or Canadian Letter of Credit in any currency (the “Other Currency”) other than Canadian Dollars (whether voluntarily, pursuant to any Conversion of a Canadian Borrowing or pursuant to an order or judgment or the enforcement thereof or the realization of any security or the liquidation of the Canadian Borrower or otherwise howsoever), such payment shall constitute a discharge of the liability of the Canadian Borrower hereunder and under the other Loan Documents in respect thereof only to the extent of the amount of Canadian Dollars which the Canadian Administrative Agent or relevant Canadian Banks are able to purchase with the amount of the Other Currency received by it on the Canadian 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 Canadian Dollars, then the conversion shall be made on the basis of the rate of exchange prevailing on the next Canadian Business Day following the date such judgment is given and in any event the Canadian Borrower shall be obligated to pay the Canadian Administrative Agent or Canadian Banks any deficiency in accordance with Section 2A.13(c). For the foregoing purposes “rate of exchange” means the rate at which the Canadian Administrative Agent or relevant Canadian Banks, as applicable, in accordance with their normal banking procedures are able on the relevant date to purchase Canadian Dollars with the Judgment Currency after deducting any premium and costs of exchange. (c) If the Canadian Administrative Agent or any Canadian Bank receives any payment or payments on account of the liability of the Canadian Borrower hereunder pursuant to any judgment or order in any Other Currency, and the amount of Canadian Dollars which the Canadian Administrative Agent or relevant Canadian Bank is able to purchase on the Canadian 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 Canadian Dollars due in respect of such liabilities immediately prior to such judgment or order, then the Canadian Borrower shall, within five Canadian Business Days after demand, and the Canadian Borrower hereby agrees to, indemnify and save the Canadian Administrative Agent or such Canadian Bank 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 2A.13(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 Administrative Agent, Banks, Canadian Administrative Agent or Canadian Banks 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) The Canadian Borrower shall make payment relative to any Canadian Advance Borrowings (other than Canadian Base Rate Committed Loans or Canadian U.S. Eurodollar Rate Committed Loans) or Canadian Letter of Credit denominated in Canadian Dollars in Canadian Dollars and shall make payment relative to Canadian U.S. Base Rate Committed Loans, Canadian U.S. Eurodollar Rate Committed Loans, and Canadian Letters of Credit denominated in U.S. Dollars, in U.S. Dollars. If any payment is received on account of any such Canadian Advance Borrowings or Canadian Letter of Credit in any currency (the “Other Currency”) other than Canadian Dollars the Applicable Currency (whether voluntarily, pursuant to any Conversion conversion of a Canadian Borrowing or pursuant to an order or judgment or the enforcement thereof or the realization of any security or the liquidation of the Canadian Borrower or otherwise howsoever), such payment shall constitute a discharge of the liability of the Canadian Borrower hereunder and under the other Loan Documents in respect thereof only to the extent of the amount of Canadian Dollars the Applicable Currency which the Canadian Administrative Agent or relevant Canadian Banks Lenders are able to purchase with the amount of the Other Currency received by it on the Canadian 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 Canadian Dollars, then the conversion shall be made on the basis of the rate of exchange prevailing on the next Canadian Business Day following the date such judgment is given and in any event the Canadian Borrower shall be obligated to pay the Canadian Administrative Agent or Canadian Banks Lenders any deficiency in accordance with Section 2A.13(c3.10(a). For the foregoing purposes “rate of exchange” means the rate at which the Canadian Administrative Agent or relevant Canadian BanksLenders, as applicable, in accordance with their normal banking procedures are able on the relevant date to purchase Canadian Dollars with the Judgment Currency after deducting any premium and costs of exchange. (c) If the Canadian Administrative Agent or any Canadian Bank Lender receives any payment or payments on account of the liability of the Canadian Borrower hereunder pursuant to any judgment or order in any Other Currency, and the amount of Canadian Dollars which the Canadian Administrative Agent or relevant Canadian Bank Lender is able to purchase on the Canadian 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 Canadian Dollars due in respect of such liabilities immediately prior to such judgment or order, then the Canadian Borrower shall, within five Canadian Business Days after demand, and the Canadian Borrower hereby agrees to, indemnify and save the Canadian Administrative Agent or such Canadian Bank 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 2A.13(c3.10(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 Administrative Agent, Banks, Canadian Administrative Agent or Canadian Banks 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) The Canadian Borrower shall make payment relative to any Canadian Advance or Canadian Letter of Credit in Canadian Dollars. If any payment is received on account of any Canadian Advance or Canadian Letter of Credit in any currency (the “"Other Currency”") other than Canadian Dollars (whether voluntarily, pursuant to any Conversion of a Canadian Borrowing or pursuant to an order or judgment or the enforcement thereof or the realization of any security or the liquidation of the Canadian Borrower or otherwise howsoever), such payment shall constitute a discharge of the liability of the Canadian Borrower hereunder and under the other Loan Documents in respect thereof only to the extent of the amount of Canadian Dollars which the Canadian Administrative Agent or relevant Canadian Banks are able to purchase with the amount of the Other Currency received by it on the Canadian 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 Canadian Dollars, then the conversion shall be made on the basis of the rate of exchange prevailing on the next Canadian Business Day following the date such judgment is given and in any event the Canadian Borrower shall be obligated to pay the Canadian Administrative Agent or Canadian Banks any deficiency in accordance with Section 2A.13(c). For the foregoing purposes “"rate of exchange” " means the rate at which the Canadian Administrative Agent or relevant Canadian Banks, as applicable, in accordance with their normal banking procedures are able on the relevant date to purchase Canadian Dollars with the Judgment Currency after deducting any premium and costs of exchange. (c) If the Canadian Administrative Agent or any Canadian Bank receives any payment or payments on account of the liability of the Canadian Borrower hereunder pursuant to any judgment or order in any Other Currency, and the amount of Canadian Dollars which the Canadian Administrative Agent or relevant Canadian Bank is able to purchase on the Canadian 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 Canadian Dollars due in respect of such liabilities immediately prior to such judgment or order, then the Canadian Borrower shall, within five Canadian Business Days after demand, and the Canadian Borrower hereby agrees to, indemnify and save the Canadian Administrative Agent or such Canadian Bank 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 2A.13(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 Administrative Agent, Banks, Canadian Administrative Agent or Canadian Banks 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) The Each Canadian Borrower shall make payment relative to any Canadian Advance Borrowings (other than Canadian Base Rate Committed Loans or Canadian U.S. Eurodollar Rate Committed Loans) or Canadian Letter of Credit denominated in Canadian Dollars in Canadian Dollars and shall make payment relative to Canadian U.S. Base Rate Committed Loans, Canadian U.S. Eurodollar Rate Committed Loans, and Canadian Letters of Credit denominated in U.S. Dollars, in U.S. Dollars. If any payment is received on account of any such Canadian Advance Borrowings or Canadian Letter of Credit in any currency (the “Other Currency”) other than Canadian Dollars the Applicable Currency (whether voluntarily, pursuant to any Conversion conversion of a Canadian Borrowing or pursuant to an order or judgment or the enforcement thereof or the realization of any security or the liquidation of the a Canadian Borrower or otherwise howsoever), such payment shall constitute a discharge of the liability of the such Canadian Borrower hereunder and under the other Loan Documents in respect thereof only to the extent of the amount of Canadian Dollars the Applicable Currency which the Canadian Administrative Agent or relevant Canadian Banks Lenders are able to purchase with the amount of the Other Currency received by it on the Canadian 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 Canadian Dollars, then the conversion shall be made on the basis of the rate of exchange prevailing on the next Canadian Business Day following the date such judgment is given and in any event the each Canadian Borrower shall be obligated to pay the Canadian Administrative Agent or Canadian Banks Lenders any deficiency in accordance with Section 2A.13(c3.10(a). For the foregoing purposes “rate of exchange” means the rate at which the Canadian Administrative Agent or relevant Canadian BanksLenders, as applicable, in accordance with their normal banking procedures are able on the relevant date to purchase Canadian Dollars with the Judgment Currency after deducting any premium and costs of exchange. (c) If the Canadian Administrative Agent or any Canadian Bank Lender receives any payment or payments on account of the liability of the a Canadian Borrower hereunder pursuant to any judgment or order in any Other Currency, and the amount of Canadian Dollars which the Canadian Administrative Agent or relevant Canadian Bank Lender is able to purchase on the Canadian 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 Canadian Dollars due in respect of such liabilities immediately prior to such judgment or order, then the such Canadian Borrower shall, within five Canadian Business Days after demand, and the such Canadian Borrower hereby agrees to, indemnify and save the Canadian Administrative Agent or such Canadian Bank 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 2A.13(c3.10(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 Administrative Agent, Banks, Canadian Administrative Agent or Canadian Banks 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) The Each applicable Canadian Facility Borrower shall make payment relative to any Canadian Advance Borrowings (other than Canadian Base Rate Committed Loans or Canadian Letter US$ Eurodollar Rate Committed Loans) or Canadian Letters of Credit in Canadian Dollars and shall make payment relative to Canadian US Base Rate Committed Loans and Canadian US$ Eurodollar Rate Committed Loans in US Dollars. If any payment is received on account of any such Canadian Advance Borrowings or Canadian Letter of Credit in any currency (the “Other Currency”) other than Canadian Dollars the Applicable Currency (whether voluntarily, pursuant to any Conversion conversion of a Canadian Borrowing or pursuant to an order or judgment or the enforcement thereof or the realization of any security or the liquidation of the a Canadian Facility Borrower or otherwise howsoever), such payment shall constitute a discharge of the liability of the such Canadian Facility Borrower hereunder and under the other Loan Financing Documents in respect thereof only to the extent of the amount of Canadian Dollars which the Canadian Applicable Currency that the Administrative Agent or relevant Canadian Banks Lenders are able to purchase with the amount of the Other Currency received by it on the Canadian 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 Canadian Dollars, then the conversion shall be made on the basis of the rate of exchange prevailing on the next Canadian Business Day following the date such judgment is given and in any event each Canadian Facility Borrower obligated in respect of the Canadian Borrower amount due and payable shall be obligated to pay the Canadian Administrative Agent or Canadian Banks Lenders any deficiency in accordance with Section 2A.13(c3.10(a). For the foregoing purposes “rate of exchange” means the rate at which the Canadian Administrative Agent or relevant Canadian BanksLenders, as applicable, in accordance with their normal banking procedures are able on the relevant date to purchase Canadian Dollars with the Judgment Currency after deducting any premium and costs of exchange. (c) If the Canadian Administrative Agent or any Canadian Bank Lender receives any payment or payments on account of the liability of the a Canadian Facility Borrower hereunder pursuant to any judgment or order in any Other Currency, and the amount of Canadian Dollars which that the Canadian Administrative Agent or relevant Canadian Bank Lender is able to purchase on the Canadian 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 Canadian Dollars due in respect of such liabilities immediately prior to such judgment or order, then the such Canadian Facility Borrower shall, within five Canadian Business Days after demand, and the such Canadian Facility Borrower hereby agrees to, indemnify and save the Canadian Administrative Agent or such Canadian Bank 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 2A.13(c3.10(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 Administrative Agent, Banks, Canadian Administrative Agent or Canadian Banks 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) The Each Canadian Borrower shall make payment relative to any Canadian Advance Borrowings (other than Canadian Base Rate Committed Loans or Canadian US Eurodollar Rate Committed Loans) or Canadian Letter of Credit denominated in Canadian Dollars in Canadian Dollars and shall make payment relative to Canadian US Base Rate Committed Loans, Canadian US Eurodollar Rate Committed Loans, and Canadian Letters of Credit denominated in US Dollars, in US Dollars. If any payment is received on account of any such Canadian Advance Borrowings or Canadian Letter of Credit in any currency (the “Other Currency”) other than Canadian Dollars the Applicable Currency (whether voluntarily, pursuant to any Conversion conversion of a Canadian Borrowing or pursuant to an order or judgment or the enforcement thereof or the realization of any security or the liquidation of the a Canadian Borrower or otherwise howsoever), such payment shall constitute a discharge of the liability of the such Canadian Borrower hereunder and under the other Loan Documents in respect thereof only to the extent of the amount of Canadian Dollars the Applicable Currency which the Canadian Administrative Agent or relevant Canadian Banks Lenders are able to purchase with the amount of the Other Currency received by it on the Canadian 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 Canadian Dollars, then the conversion shall be made on the basis of the rate of exchange prevailing on the next Canadian Business Day following the date such judgment is given and in any event the each Canadian Borrower shall be obligated to pay the Canadian Administrative Agent or Canadian Banks Lenders any deficiency in accordance with Section 2A.13(c3.10(a). For the foregoing purposes “rate of exchange” means the rate at which the Canadian Administrative Agent or relevant Canadian BanksLenders, as applicable, in accordance with their normal banking procedures are able on the relevant date to purchase Canadian Dollars with the Judgment Currency after deducting any premium and costs of exchange. (c) If the Canadian Administrative Agent or any Canadian Bank receives any payment or payments on account of the liability of the Canadian Borrower hereunder pursuant to any judgment or order in any Other Currency, and the amount of Canadian Dollars which the Canadian Administrative Agent or relevant Canadian Bank is able to purchase on the Canadian 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 Canadian Dollars due in respect of such liabilities immediately prior to such judgment or order, then the Canadian Borrower shall, within five Canadian Business Days after demand, and the Canadian Borrower hereby agrees to, indemnify and save the Canadian Administrative Agent or such Canadian Bank 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 2A.13(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 Administrative Agent, Banks, Canadian Administrative Agent or Canadian Banks 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) The Each Canadian Borrower shall make payment relative to any Canadian Advance Borrowings (other than Canadian Base Rate Committed Loans or Canadian US Eurodollar Rate Committed Loans) or Canadian Letter of Credit denominated in Canadian Dollars in Canadian Dollars and shall make payment relative to Canadian US Base Rate Committed Loans, Canadian US Eurodollar Rate Committed Loans, and Canadian Letters of Credit denominated in US Dollars, in US Dollars. If any payment is received on account of any such Canadian Advance Borrowings or Canadian Letter of Credit in any currency (the “"Other Currency”") other than Canadian Dollars the Applicable Currency (whether voluntarily, pursuant to any Conversion conversion of a Canadian Borrowing or pursuant to an order or judgment or the enforcement thereof or the realization of any security or the liquidation of the a Canadian Borrower or otherwise howsoever), such payment shall constitute a discharge of the liability of the such Canadian Borrower hereunder and under the other Loan Documents in respect thereof only to the extent of the amount of Canadian Dollars the Applicable Currency which the Canadian Administrative Agent or relevant Canadian Banks Lenders are able to purchase with the amount of the Other Currency received by it on the Canadian 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 Canadian Dollars, then the conversion shall be made on the basis of the rate of exchange prevailing on the next Canadian Business Day following the date such judgment is given and in any event the each Canadian Borrower shall be obligated to pay the Canadian Administrative Agent or Canadian Banks Lenders any deficiency in accordance with Section 2A.13(c3.10(a). For the foregoing purposes “"rate of exchange” " means the rate at which the Canadian Administrative Agent or relevant Canadian BanksLenders, as applicable, in accordance with their normal banking procedures are able on the relevant date to purchase Canadian Dollars with the Judgment Currency after deducting any premium and costs of exchange. (c) If the Canadian Administrative Agent or any Canadian Bank receives any payment or payments on account of the liability of the Canadian Borrower hereunder pursuant to any judgment or order in any Other Currency, and the amount of Canadian Dollars which the Canadian Administrative Agent or relevant Canadian Bank is able to purchase on the Canadian 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 Canadian Dollars due in respect of such liabilities immediately prior to such judgment or order, then the Canadian Borrower shall, within five Canadian Business Days after demand, and the Canadian Borrower hereby agrees to, indemnify and save the Canadian Administrative Agent or such Canadian Bank 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 2A.13(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 Administrative Agent, Banks, Canadian Administrative Agent or Canadian Banks 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.