Currency Conversion and Indemnity. If, in connection with any action or proceeding brought in connection with this Agreement or any of the Credit Documents or any judgment or order obtained as a result thereof, it becomes necessary to convert any amount due hereunder in one Currency (the “first Currency”) into another Currency (the “second Currency”), then the conversion shall be made at the Conversion Rate on the first Banking Day prior to the day on which payment is received. If the conversion is not able to be made in the manner contemplated by the preceding paragraph in the jurisdiction in which the action or proceeding is brought, then the conversion shall be made at the Conversion Rate on the day on which the judgment is given. If the Conversion Rate on the date of payment is different from the Conversion Rate on such first Banking Day or on the date of judgment, as the case may be, the Borrower shall pay such additional amount (if any) in the second Currency as may be necessary to ensure that the amount paid on such payment date is the aggregate amount in the second Currency which, when converted at the Conversion Rate on the date of payment, is the amount due in the first Currency, together with all costs, charges and expenses of conversion. Any additional amount owing by the Borrower to the Lender pursuant to the provisions of this section shall be due as a separate debt and shall give rise to a separate cause of action and shall not be affected by or merged into any judgment obtained for any other amounts due under or in respect of this Agreement or any of the other Credit Documents.
Currency Conversion and Indemnity. (a) 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 under a Loan Document in the currency in which it was effected (the “Agreed Currency”) then the conversion shall be made on the basis of the rate of exchange prevailing on the Business Day preceding the date such judgment is given and in any event each Restricted Person obligated to pay such Obligation shall be obligated to pay the relevant Lender Parties any deficiency in accordance with Section 3.9(b). For the foregoing purposes “rate of exchange” means the rate at which the relevant Agent, as applicable, in accordance with its normal banking procedures is able on the relevant date to purchase the Agreed Currency with the Judgment Currency after deducting any premium and costs of exchange.
(b) If any Lender Party receives any payment or payments on account of the liability of a Restricted Person under the Loan Documents pursuant to any judgment or order in any currency other than the Agreed Currency (an “Other Currency”), and the amount of the Agreed Currency which the relevant Lender Party 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 the Borrower owing such Obligation on demand shall, and such Borrower hereby agrees to, indemnify and save such Lender Party 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 3.9(b) 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 Lender Parties 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 Indemnity. If, in connection with any action or proceeding brought in connection with this Agreement or any judgment or order obtained as a result thereof, it becomes necessary to convert any amount due hereunder in one Currency (the "OTHER CURRENCY") into Canadian Dollars, then the conversion shall be made at the Conversion Rate on the first Business Day prior to the day on which payment is received. If the conversion is not able to be made in the manner contemplated by the preceding paragraph in the jurisdiction in which the action or proceeding is brought, then the conversion shall be made at the Conversion Rate on the date fixed by the court for such conversion. If the Conversion Rate on the date of payment is different from the Conversion Rate on such first Business Day or on the date fixed for conversion by the court, as the case may be, the party liable to make the payment (the "PAYOR") shall pay such additional amount (if any) in Canadian Dollars as may be necessary to ensure that the amount paid on such payment date is the aggregate amount in Canadian Dollars which, when converted at the Conversion Rate on the date of payment, is the amount due in the Other Currency, together with all costs, charges and expenses of conversion. Any additional amount owing by the payor to the party or parties entitled to payment thereof pursuant to the provisions of this section 1.4 shall be due as a separate debt and shall give rise to a separate cause of action and shall not be affected by or merge into any judgment obtained for any other amounts due under or in respect of this Agreement.
Currency Conversion and Indemnity. 15.1 For the purpose of or pending the discharge of any or all of the Secured Obligations, the Security Agent may convert any moneys received, recovered or realised or subject to application by the Security Agent pursuant to this Agreement from the currency of such moneys to another for such purpose, and any such conversion shall be made at the Security Agent’s spot rate of exchange for the time being (or such other rate as may be available to the Security Agent from time to time in the ordinary course of business) for obtaining such other currency with the first currency and the Secured Obligations shall be discharged only to the extent of the net proceeds of such conversion received by the Security Agent.
15.2 If any sum (a “Sum”) due from the Company under this Agreement or any order or judgment given or made in relation thereto has to be converted from the currency (the “First Currency”) in which such Sum is payable into another currency (the “Second Currency”) for the purpose of:
(a) making or filing a claim or proof against the Company; or
(b) obtaining or enforcing an order or judgment in any court or other tribunal, the Company shall (through the Security Agent) indemnify each Person to whom such Sum is due from and against any loss suffered or incurred as a result of any discrepancy between (a) the rate of exchange used for such purpose to convert such Sum from the First Currency into the Second Currency and (b) the rate or rates of exchange at which such Person may in the ordinary course of business purchase the First Currency with the Second Currency at the time of receipt of such Sum.
Currency Conversion and Indemnity. (a) 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 under a Loan Document in the currency in which it was effected (the "Agreed Currency") then the conversion shall be made on the basis of the rate of exchange prevailing on the Business Day preceding the date such judgment is given and in any event each Restricted Person obligated to pay such Obligation shall be obligated to pay the relevant Lender Parties any deficiency in accordance with Section 3.10(b). For the foregoing purposes "rate of exchange" means the rate at which the relevant Agent, as applicable, in accordance with its normal banking procedures 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 Indemnity. 12.1 For the purpose of or pending the discharge of any or all of the Secured Obligations, the Security Agent may convert any moneys received, recovered or realised or subject to application by the Security Agent or any Receiver pursuant to this Agreement from the currency of such moneys to another for such purpose and any such conversion shall be made at the Security Agent’s spot rate of exchange for the time being (or such other rate as may be available to the Security Agent from time to time in the ordinary course of business) for obtaining such other currency with the first currency and the Secured Obligations shall be discharged only to the extent of the net proceeds of such conversion received by the Security Agent.
12.2 If any sum (a “Sum”) due from Wynn Resorts under this Agreement or any order or judgment given or made in relation thereto has to be converted from the currency (the “First Currency”) in which such Sum is payable into another currency (the “Second Currency”) for the purpose of:
12.2.1 making or filing a claim or proof against Wynn Resorts; or
12.2.2 obtaining or enforcing an order or judgment in any court or other tribunal, Wynn Resorts shall (through the Security Agent) indemnify each person to whom such Sum is due from and against any loss suffered or incurred as a result of any discrepancy between (a) the rate of exchange used for such purpose to convert such Sum from the First Currency into the Second Currency and (b) the rate or rates of exchange at which such person may in the ordinary course of business purchase the First Currency with the Second Currency at the time of receipt of such Sum.
Currency Conversion and Indemnity. 14.9.1 If any of the Agent and the Lenders receives or recovers any amount payable under any of the Loan Documents in a currency (the "RECOVERED AMOUNT") which is different than the currency in which the relevant Loan Obligations are required to be paid (the "CONTRACT CURRENCY"), the Agent or such Lender may convert the Recovered Amount to the Contract Currency at the Spot Rate or, if a Spot Rate is not available, at the rate of exchange for which the Agent or such Lender is able, acting in a reasonable manner and in good faith, to purchase the relevant amount of the Contract Currency. The amount of the Contract Currency resulting from any such conversion shall then be applied in accordance with the applicable provisions of this Agreement.
14.9.2 If, for the purposes of obtaining or enforcing judgment in any court in any jurisdiction, it becomes necessary to convert into the currency of the country giving such judgment (the "JUDGMENT CURRENCY") any of the Loan Obligations which are denominated in different currency (the "AGREED CURRENCY"), then the date on which the rate of exchange for conversion is selected by that court is referred to herein as the "Conversion Date". If there is a change in the rate of exchange between the Judgment Currency and the Agreed Currency between the Conversion Date and the actual receipt by the Agent of the amount due in respect of such Loan Obligations or judgment, Gerdau Steel or the Relevant Borrower (as applicable) will, notwithstanding such judgment, pay all such additional amounts as may be necessary to ensure that the amount received by the Agent (when converted at the rate of exchange prevailing on the date of receipt, in the case of any such amount not received by the Agent in the Agreed Currency) will produce the amount due in the Agreed Currency. Gerdau Steel or the Relevant Borrower's liability hereunder constitutes a separate and independent liability which shall not merge with any judgment or any partial payment or enforcement of payment of sums due in respect of the Loan Obligations, or under any of the Loan Documents.
Currency Conversion and Indemnity. 5.1 The Bank may convert any money received or realised by it under or pursuant to this Guarantee which is not in the currency in which such sum is due and payable by the Guarantor under this Deed from that currency into the currency in which such sum is due, at the Bank's spot rate of exchange for the time being for the relevant conversion.
5.2 The Guarantor shall, as an independent obligation, indemnify the Bank upon demand against any cost, loss or liability arising out or as a result of the conversion referred to in Clause 5.1.
Currency Conversion and Indemnity. If, in connection with any claim or proof made or filed against the Guarantor, any action brought in connection with this Agreement or the Guarantor Security Documents or any judgment or order obtained as a result thereof, it becomes necessary to convert any amount due hereunder in one currency (the "first Currency") into another currency (the "second Currency"), then the conversion shall be made at the Rate of Exchange on the first Business Day immediately preceding the day on which payment is to be made. If the Rate of Exchange on the date of payment is different from the Rate of Exchange on such first Business Day, the Guarantor shall, subject to section 2.2, pay such additional amount (if any) in the second Currency as may be necessary to ensure that the amount paid on such payment date is the aggregate amount in the second Currency which, when converted at the Rate of Exchange on the date of payment, is the amount due in the first Currency, together with all costs and expenses of conversion. Any additional amount owing by the Guarantor to the Collateral Agent pursuant to the provisions of this section shall be due as a separate debt and shall give rise to a separate cause of action and shall not be affected by or merged into any judgment obtained for any other amounts due under or in respect of this Agreement.
Currency Conversion and Indemnity. If, under any applicable law, whether as a result of judgment against any Obligor or the liquidation of any Obligor or for any other reason, any payment to be made by any Obligor under or in connection with this Agreement or any Transaction Document is made or is recovered in a currency other than the currency (the "currency of obligation") in which it is payable pursuant to this Agreement or any Transaction Document then, to the extent that the payment (when converted into the currency of obligation at the rate of exchange on the date for the determination of liabilities permitted by the applicable law) falls short of the amount unpaid under this Agreement and the Transaction Documents, the Charterers shall as a separate and independent obligation, fully indemnify (and procure the other Obligors to indemnify) the relevant Owners against the amount of the shortfall; and for the purposes of this sub-clause "rate of exchange" means the actual rate at which the relevant Owner is able to obtain quotation from the market on the relevant date to purchase the currency of obligation with the other currency.
