Common use of Currency Equivalents Generally Clause in Contracts

Currency Equivalents Generally. (a) For purposes of any determination under any provision of this Agreement requiring the use of a current exchange rate, all amounts incurred or proposed to be incurred in currencies other than Dollars shall be translated into Dollars at currency exchange rates then in effect on the date of such determination; provided, however, that (x) for purposes of determining compliance with respect to the amount of any Debt, Investment, Disposition, Distribution or payment of Junior Debt in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt or Investment is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of Debt, if such Debt is incurred to Refinance other Debt denominated in a foreign currency, and such Refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt does not exceed the principal amount of such Debt being Refinanced, except by an amount equal to the accrued interest and premium thereon plus other amounts paid and fees and expenses incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and (z) for the avoidance of doubt, the foregoing provisions of this Section 1.9 shall otherwise apply to such Sections, including with respect to determining whether any Debt or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sections. For purposes of the Financial Covenant and testing the Total Net Leverage Ratio, amounts in currencies other than Dollars shall be translated into Dollars at the applicable exchange rates used in preparing the most recently delivered Section 6.2

Currency Equivalents Generally. (a) For purposes of any determination under any provision of this Agreement requiring the use of a current exchange rate, all amounts incurred or proposed to be incurred in currencies other than Dollars shall be translated into Dollars at currency exchange rates then in effect on the date of such determination; provided, however, that (x) for purposes of determining compliance with Sections 7.01, 7.03 and 7.06 with respect to the any amount of any Debt, Investment, Disposition, Distribution Indebtedness or payment of Junior Debt Investment in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt Lien, Indebtedness or Investment is incurred; provided, that for the avoidance of doubt, the foregoing provisions of this Section 1.08 shall otherwise apply to such Sections, including with respect to determining whether any Indebtedness or Investment may be incurred or Dispositionat any time under such Sections. (b) For purposes of determining compliance under 7.05 and 7.06, Distribution any amount in a currency other than Dollars will be converted to Dollars in a manner consistent with that used in calculating net income in the Borrower’s annual financial statements delivered pursuant to Section 6.01(a); provided, that the foregoing shall not be deemed to apply to the determination of payment any amount of Junior Debt is made, Indebtedness. (yc) for For purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, the Dollar Equivalent of the principal amount of Indebtedness denominated in a foreign currency shall be calculated based on the Exchange Rate in effect on the date such Indebtedness was incurred, in the case of term debt, or first committed, in the case of revolving credit debt; provided, that if such Debt Indebtedness is incurred to Refinance extend, replace, refund, refinance, renew or defease other Debt Indebtedness denominated in a foreign currency, and such Refinancing extension, replacement, refunding, refinancing, renewal or defeasance would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancingextension, replacement, refunding, refinancing, renewal or defeasance, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing Indebtedness does not exceed the principal amount of such Debt Indebtedness being Refinancedextended, except by an amount equal to the accrued interest and premium thereon plus other amounts paid and fees and expenses incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and (z) for the avoidance of doubtreplaced, the foregoing provisions of this Section 1.9 shall otherwise apply to such Sectionsrefunded, including with respect to determining whether any Debt refinanced, renewed or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sections. For purposes of the Financial Covenant and testing the Total Net Leverage Ratio, amounts in currencies other than Dollars shall be translated into Dollars at the applicable exchange rates used in preparing the most recently delivered Section 6.2defeased.

Currency Equivalents Generally. (a) For purposes of any determination under Xxxxxxx 0, Xxxxxxx 00 (xxxxx than Section 10.11) or Section 11 or any determination under any other provision of this Agreement requiring the use of a current exchange rate, all amounts incurred incurred, outstanding or proposed to be incurred or outstanding in currencies other than Dollars shall be translated into Dollars at currency exchange rates the Exchange Rate then in effect on the date of such determination; provided, however, that (x) for purposes of determining compliance with Section 10 with respect to the amount of any DebtIndebtedness, Investment, Disposition, Distribution Restricted Payment or payment of Junior Debt under Section 10.7 in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt Indebtedness or Investment is incurred or Disposition, Distribution of Restricted Payment or payment of Junior Debt under Section 10.7 is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, the Dollar-equivalent principal amount of Indebtedness denominated in a foreign currency shall be calculated based on the relevant currency exchange rate in effect on the date such Indebtedness was incurred, in the case of term debt, or first committed or first incurred (whichever yields the lower Dollar equivalent), in the case of revolving credit debt (provided that if such Debt Indebtedness is incurred to Refinance refinance other Debt Indebtedness denominated in a foreign currency, and such Refinancing refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancing, such DollarU.S. dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt Indebtedness does not exceed (i) the principal amount of such Debt Indebtedness being RefinancedRefinanced plus (ii) the aggregate amount of fees, except by an amount equal to the accrued interest underwriting discounts, premiums (including tender premiums) and premium thereon plus other amounts paid and fees costs and expenses (including original issue discount, upfront fees or similar fees) incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder refinancing) and (z) for the avoidance of doubt, the foregoing provisions of this Section 1.9 1.8 shall otherwise apply to such Sections, including with respect to determining whether any Debt Indebtedness or Investment may be incurred or Disposition, Distribution Restricted Payment or payment of Junior Debt under Section 10.7 may be made at any time under such Sections. For purposes of the Financial Covenant and testing the Total Net Leverage RatioSection 10.11, amounts in currencies other than Dollars shall be translated into Dollars at the applicable exchange rates used in preparing the most recently delivered financial statements pursuant to Section 6.29.1(a) or (b). (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Borrower’s consent (such consent not to be unreasonably withheld) to appropriately reflect a change in currency of any country and any relevant market conventions or practices relating to such change in currency.

Currency Equivalents Generally. (a) For The Administrative Agent shall determine the Spot Rates as of each Revaluation Date to be used for calculating Dollar Amounts of Credit Extensions and Outstanding Amounts denominated in Alternative Currencies. Such Spot Rates shall become effective as of such Revaluation Date and shall be the Spot Rates employed in converting any amounts between the applicable currencies until the next Revaluation Date to occur. Except for purposes of financial statements delivered by Loan Parties hereunder or calculating financial ratios hereunder or except as otherwise provided herein, the applicable amount of any determination under any provision currency (other than Dollars) for purposes of the Loan Documents shall be such Dollar Amount as so determined by the Administrative Agent. (b) Wherever in this Agreement requiring the use in connection with a Borrowing, conversion, continuation or prepayment of a current exchange rateEurocurrency Rate Loan or the issuance, all amounts incurred amendment or proposed to be incurred extension of an Alternative Currency Letter of Credit, an amount, such as a required minimum or multiple amount, is expressed in currencies other than Dollars Dollars, but such Borrowing, Eurocurrency Rate Loan or Alternative Currency Letter of Credit is denominated in an Alternative Currency, such amount shall be translated into Dollars at currency exchange rates then in effect on the date relevant Alternative Currency Equivalent of such determination; providedDollar Amount (rounded to the nearest unit of such Alternative Currency, howeverwith 0.5 of a unit being rounded upward), that as determined by the Administrative Agent or the applicable Alternative Currency L/C Issuer, as the case may be. (xc) Notwithstanding the foregoing, for purposes of determining compliance with Sections 7.01, 7.02 and 7.03 with respect to the any amount of any Debt, Investment, Disposition, Distribution Indebtedness or payment of Junior Debt Investment in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt Indebtedness or Investment is incurred or Dispositionincurred; provided that, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of Debt, if such Debt is incurred to Refinance other Debt denominated in a foreign currency, and such Refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt does not exceed the principal amount of such Debt being Refinanced, except by an amount equal to the accrued interest and premium thereon plus other amounts paid and fees and expenses incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and (z) for the avoidance of doubt, the foregoing provisions of this Section 1.9 1.08 shall otherwise apply to such Sections, including with respect to determining whether any Debt Indebtedness or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sections. . (d) For purposes of the Financial Covenant determining compliance with Section 7.14 and testing otherwise computing the Total Net Leverage Ratio and Secured Leverage Ratio, amounts the equivalent in currencies Dollars of any amount denominated in a currency other than Dollars shall will be translated into converted to Dollars at (i) with respect to income statement items, in a manner consistent with that used in calculating Net Income in the Parent Borrower’s latest financial statements delivered pursuant to Section 6.01(a) or (b) and (ii) with respect to balance sheet items, in a manner consistent with that used in calculating balance sheet items in the Parent Borrower’s latest financial statements delivered pursuant to Section 6.01(a) or (b) and will, in the case of Indebtedness, reflect the currency translation effects, determined in accordance with GAAP, of Swap Contracts for currency exchange risks with respect to the applicable exchange rates used currency in preparing effect on the most recently delivered Section 6.2date of determination of the Dollar equivalent of such Indebtedness.

Currency Equivalents Generally. (a) With respect to amounts denominated in currencies other than Dollars: (i) For purposes of any determination under any provision of this Agreement requiring the use of a current exchange rateArticle 1, all amounts incurred or proposed to be incurred in currencies Article 5, Article 6 (other than Dollars shall be translated into Dollars at currency exchange rates then in effect on Section 6.13(a) and the date calculation of such determination; provided, however, that (x) compliance with any financial ratio for purposes of determining compliance taking any action hereunder) or Article 7 with respect to the amount of any DebtIndebtedness, Lien, Restricted Payment, Restricted Debt Payment, Investment, Disposition, Distribution Affiliate transaction or payment other transaction, event or circumstance, or any determination under any other provision of Junior Debt this Agreement (any of the foregoing, a “specified transaction”), in a currency other than Dollars, no Default or Event the Dollar Equivalent amount of Default a specified transaction in a currency other than Dollars shall be deemed to have occurred solely as a result of changes determined by the Borrower in rates of exchange occurring after the time such Debt or Investment good faith; provided, that (A) if any Indebtedness is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of Debtand, if such Debt is incurred applicable, associated Lien granted) to Refinance refinance or replace other Debt Indebtedness denominated in a foreign currencycurrency other than Dollars, and such Refinancing the relevant refinancing or replacement would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect Dollar Equivalent thereof were determined on the date of such Refinancingrefinancing or replacement, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing or replacement Indebtedness (and, if applicable, associated Lien granted) does not exceed an amount sufficient to repay the principal amount of such Debt Indebtedness being Refinancedrefinanced or replaced, except by an amount equal to the (x) unpaid accrued interest interest, penalties and premium premiums (including tender premiums) thereon plus other amounts paid reasonable and customary fees and expenses (including upfront fees and original issue discount) incurred in connection with such Refinancing plus an amount equal to refinancing or replacement and the Indebtedness being refinanced or replaced, (y) any existing commitment commitments unutilized and letters of credit undrawn thereunder and (z) additional amounts permitted to be incurred under Section 6.01, and (B) for the avoidance of doubt, no Default or Event of Default shall occur or be deemed to have occurred solely as a result of a change in the foregoing provisions rate of this Section 1.9 shall otherwise apply to currency exchange occurring after the time of any specified transaction so long as such Sectionsspecified transaction was permitted at the time incurred, including with respect to determining whether any Debt made, acquired, committed, entered or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sections. declared as set forth above. (ii) For purposes of Section 6.13(a) and the Financial Covenant and testing the Total Net Leverage Ratiocalculation of compliance with any financial ratio for purposes of taking any action hereunder, on any relevant date of determination, amounts denominated in currencies other than Dollars shall be translated into Dollars at the applicable rate of currency exchange rates used in preparing the most recently financial statements delivered pursuant to Sections 5.01(a) or (b) (or, prior to the first such delivery, the financial statements referred to in Section 6.23.04), as applicable, for the relevant Test Period and will, with respect to any Indebtedness, reflect the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar Equivalent amount of such Indebtedness. Notwithstanding the foregoing or anything to the contrary herein, to the extent that the Borrower would not be in compliance with Section 6.13(a) if any Indebtedness denominated in a currency other than Dollars were to be translated into Dollars on the basis of the applicable rate of currency exchange used in preparing the financial statements for the relevant Test Period, but would be in compliance with Section 6.13(a) if such Indebtedness that is denominated in a currency other than in Dollars were instead translated into Dollars on the basis of the average relevant rate of currency exchange over such Test Period (taking into account the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar Equivalent amount of such Indebtedness), then, solely for purposes of compliance with Section 6.13(a), the Total Debt to Total Assets Ratio as of the last day of such Test Period shall be calculated on the basis of such average relevant rate of currency exchange. (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as agreed by the Administrative Agent and the Borrower to appropriately reflect a change in currency of any country and any relevant market convention or practice relating to such change in currency.

Currency Equivalents Generally. (a) For purposes of any determination under Section 9, Section 10 (other than Section 10.9 or 10.10) or Section 11 or any determination under any other provision of this Agreement requiring the use of a current exchange rate, all amounts incurred incurred, outstanding or proposed to be incurred or outstanding in currencies other than Dollars shall be translated into Dollars at currency exchange rates the Exchange Rate then in effect on the date of such determination; provided, however, provided that (x) for purposes of determining compliance with Section 10 with respect to the amount of any DebtIndebtedness, Investment, Disposition, Distribution Dividend or payment of Junior Debt under Section 10.7 in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt Indebtedness or Investment is incurred or Disposition, Distribution of Dividend or payment of Junior Debt under Section 10.7 is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, if such Debt Indebtedness is incurred to Refinance other Debt Indebtedness denominated in a foreign currency, and such Refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt Indebtedness does not exceed the principal amount of such Debt Indebtedness being Refinanced, except by an amount equal to the accrued interest and premium thereon plus other amounts paid and fees and expenses incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder Refinanced and (z) for the avoidance of doubt, the foregoing provisions of this Section 1.9 shall otherwise apply to such Sections, including with respect to determining whether any Debt Indebtedness or Investment may be incurred or Disposition, Distribution Dividend or payment of Junior Debt under Section 10.7 may be made at any time under such Sections. For purposes of the Financial Covenant and testing the Total Net Leverage RatioSection 10.9 or 10.10, amounts in currencies other than Dollars shall be translated into Dollars at the applicable exchange rates Exchange Rate(s) used in preparing the most recently delivered financial statements pursuant to Section 6.29.1(a) or (b). (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Borrower’s consent (such consent not to be unreasonably withheld) to appropriately reflect a change in currency of any country and any relevant market conventions or practices relating to such change in currency.

Currency Equivalents Generally. (a) For purposes of any determination under Article X, Article XI (other than Section 11.11) or Article XII or any determination under any other provision of this Agreement requiring the use of a current exchange rate, all amounts incurred incurred, outstanding or proposed to be incurred or outstanding in currencies other than Dollars shall be translated into Dollars at currency exchange rates the Exchange Rate then in effect on the date of such determination; provided, however, that (x) for purposes of determining compliance with Article XI with respect to the amount of any DebtIndebtedness, Investment, Disposition, Distribution Restricted Payment or payment of Junior Debt under Section 11.7 in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt Indebtedness or Investment is incurred or Disposition, Distribution of Restricted Payment or payment of Junior Debt under Section 11.7 is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, if such Debt Indebtedness is incurred to Refinance other Debt Indebtedness denominated in a foreign currency, and such Refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt Indebtedness does not exceed the principal amount of such Debt Indebtedness being Refinanced, except by an amount equal to the accrued interest and premium thereon plus other amounts paid and fees and expenses incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder Refinanced and (z) for the avoidance of doubt, the foregoing provisions of this Section 1.9 1.8 shall otherwise apply to such Sections, including with respect to determining whether any Debt Indebtedness or Investment may be incurred or Disposition, Distribution Restricted Payment or payment of Junior Debt under Section 11.7 may be made at any time under such Sections. For purposes of the Financial Covenant and testing the Total Net Leverage RatioSection 11.11, amounts in currencies other than Dollars shall be translated into Dollars at the applicable exchange rates used in preparing the most recently delivered financial statements pursuant to Section 6.210.1(a) or (b). (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Borrower’s consent (such consent not to be unreasonably withheld) to appropriately reflect a change in currency of any country and any relevant market conventions or practices relating to such change in currency.

Currency Equivalents Generally. (a) For purposes of any determination under any provision Any amount specified in this Agreement (other than in Sections 2, 3, 10 and 11 or as set forth in clause (b) of this Agreement requiring Section) or any of the use of a current exchange rate, all amounts incurred or proposed other Loan Documents to be incurred in currencies other than Dollars shall be translated into Dollars at currency exchange rates then in effect on also include the date equivalent of such determination; provided, however, that (x) for purposes of determining compliance with respect to the amount of in any Debt, Investment, Disposition, Distribution or payment of Junior Debt in a currency other than Dollars, no Default such equivalent amount to be determined at the rate of exchange quoted by the Reuters World Currency Page for the Alternative Currency at 11:00 a.m. (London time) on such day (or, in the event such rate does not appear on any Reuters World Currency Page, by reference to such other publicly available service for displaying exchange rates as may be agreed upon by the Administrative Agent and the Borrower Representative, or, in the absence of such agreement, such rate shall instead be the arithmetic average of the spot rates of exchange of the Administrative Agent in the market where its foreign currency exchange operations in respect of such currency are then being conducted, at or Event about 11:00 a.m. (New York City time) on such date for the purchase of Default Dollars for delivery two Business Days later); provided that the determination of any Dollar Amount shall be deemed to have occurred made in accordance with Section 2.29; provided that if any basket is exceeded solely as a result of changes fluctuations in applicable currency exchange rates of exchange occurring after the last time such Debt or Investment is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of Debt, if such Debt is incurred to Refinance other Debt denominated in a foreign currency, and such Refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancingbasket was utilized, such Dollar-denominated restriction shall basket will not be deemed not to have been exceeded so long solely as the principal amount a result of such Refinanced Debt does not exceed the principal amount of such Debt being Refinanced, except by an amount equal to the accrued interest and premium thereon plus other amounts paid and fees and expenses incurred fluctuations in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and currency exchange rates. (zb) for the avoidance of doubt, the foregoing provisions of this Section 1.9 shall otherwise apply to such Sections, including with respect to determining whether any Debt or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sections. For purposes of determining the Financial Covenant First Lien Net Leverage Ratio, the Secured Net Leverage Ratio and testing the Total Net Leverage Ratio, amounts denominated in currencies a currency other than Dollars shall will be translated into converted to Dollars for the purposes of (A) testing the covenant set forth in Section 7.1, at the applicable exchange rates rate used in preparing the most recently delivered Section 6.2applicable financial statements as of the last day of the fiscal quarter for which such measurement is being made and (B) otherwise, at the option of the Borrower Representative, the Exchange Rate as of the date of calculation or at the exchange rate used in preparing the applicable financial statements, and at the option of the Borrower Representative in each case will, in the case of Indebtedness, reflect the currency translation effects, determined in accordance with GAAP, of Swap Agreements permitted hereunder for currency exchange risks with respect to the applicable currency in effect on the date of determination of the Dollar Amount of such Indebtedness.

Currency Equivalents Generally. (a) For purposes Except as expressly provided herein, any amount specified in this Agreement or any other Credit Document to be in Dollars shall also include the equivalent of such amount in any currency other than Dollars, such equivalent amount to be determined at the applicable Exchange Rate; provided that the determination of the Dollar Amount of any determination under any provision Loan or Letter of this Agreement requiring the use of a current exchange rate, all amounts incurred or proposed to be incurred Credit denominated in currencies other than Dollars an Alternative Currency shall be translated into made in accordance with Section 2.28; provided that if any basket amount expressed in Dollars at is exceeded solely as a result of fluctuations in applicable currency exchange rates then in effect on after the date last time such basket was utilized, such basket will not be deemed to have been exceeded solely as a result of such determination; providedfluctuations in currency exchange rates. In addition, however, that (x) for purposes of determining compliance with respect if any Indebtedness is incurred to the amount of any Debt, Investment, Disposition, Distribution or payment of Junior Debt refinance other Indebtedness denominated in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt or Investment is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of Debt, if such Debt is incurred to Refinance other Debt denominated in a foreign currency, and such Refinancing refinancing would cause the applicable Dollardollar-denominated restriction in Section 6.1 to be exceeded if calculated at the relevant currency exchange rate in effect applicable Dollar Amount on the date of such Refinancingrefinancing, such Dollardollar-denominated restriction restrictions shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing Indebtedness does not exceed the sum of (i) the outstanding or committed principal amount, as applicable of such Indebtedness being refinanced plus (ii) the aggregate amount of such Debt being Refinancedfees, except by an amount equal to the accrued interest underwriting discounts, premiums and premium thereon plus other amounts paid and fees costs and expenses incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and refinancing. (zb) for the avoidance of doubt, the foregoing provisions of this Section 1.9 shall otherwise apply to such Sections, including with respect to determining whether any Debt or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sections. For purposes of determining the Financial Covenant Consolidated First Lien Net Leverage Ratio, the Consolidated Secured Net Leverage Ratio and testing the Consolidated Total Net Leverage Ratio, amounts denominated in currencies a currency other than Dollars will be converted to Dollars for the purposes of (i) testing the financial covenant under Section 6.7, at the Exchange Rate in respect thereof as of the last day of the Fiscal Quarter for which such measurement is being made, and (ii) calculating the Consolidated First Lien Net Leverage Ratio, the Consolidated Secured Net Leverage Ratio and the Consolidated Total Net Leverage Ratio (other than for the purposes of determining compliance with Section 6.7), at the Exchange Rate as of the date of calculation, and will, in the case of Indebtedness, reflect the currency translation effects, determined in accordance with GAAP, of Swap Contracts permitted hereunder for currency exchange risks with respect to the applicable currency in effect on the date of determination of the Dollar Amount of such Indebtedness. (c) For the purposes of determining the Dollar Amount of any amount specified in Section 2 on any date, any amount in a currency other than Dollars shall be translated into converted to Dollars at the applicable exchange rates used in preparing Exchange Rate as of the most recently delivered Section 6.2recent Exchange Rate Reset Date occurring on or prior to such date.

Currency Equivalents Generally. (a) With respect to amounts denominated in currencies other than Dollars: (i) For purposes of any determination under any provision of this Agreement requiring the use of a current exchange rateArticle 1, all amounts incurred or proposed to be incurred in currencies Article 5, Article 6 (other than Dollars shall be translated into Dollars at currency exchange rates then in effect on Section 6.13(a) and the date calculation of such determination; provided, however, that (x) compliance with any financial ratio for purposes of determining compliance taking any action hereunder) or Article 7 with respect to the amount of any DebtIndebtedness, Lien, Restricted Payment, Restricted Debt Payment, Investment, Disposition, Distribution Affiliate transaction or payment other transaction, event or circumstance, or any determination under any other provision of Junior Debt this Agreement (any of the foregoing, a “specified transaction”), in a currency other than Dollars, no Default or Event the Dollar Equivalent amount of Default a specified transaction in a currency other than Dollars shall be deemed to have occurred solely as a result of changes determined by the Borrower in rates of exchange occurring after the time such Debt or Investment good faith; provided, that (A) if any Indebtedness is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of Debtand, if such Debt is incurred applicable, associated Lien granted) to Refinance refinance or replace other Debt Indebtedness denominated in a foreign currencycurrency other than Dollars, and such Refinancing the relevant refinancing or replacement would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect Dollar Equivalent thereof were determined on the date of such Refinancingrefinancing or replacement, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing or replacement Indebtedness (and, if applicable, associated Lien granted) does not exceed an amount sufficient to repay the principal amount of such Debt Indebtedness being Refinancedrefinanced or replaced, except by an amount equal to the (x) unpaid accrued interest interest, penalties and premium premiums (including tender premiums) thereon plus other amounts paid reasonable and customary fees and expenses (including upfront fees and original issue discount) incurred in connection with such Refinancing plus an amount equal to refinancing or replacement and the Indebtedness being refinanced or replaced, (y) any existing commitment commitments unutilized and letters of credit undrawn thereunder and (z) additional amounts permitted to be incurred under Section 6.01, and (B) for the avoidance of doubt, no Default or Event of Default shall occur or be deemed to have occurred solely as a result of a change in the foregoing provisions rate of this Section 1.9 shall otherwise apply to currency exchange occurring after the time of any specified transaction so long as such Sectionsspecified transaction was permitted at the time incurred, including with respect to determining whether any Debt made, acquired, committed, entered or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sections. declared as set forth above. (ii) For purposes of Section 6.13(a) and the Financial Covenant and testing the Total Net Leverage Ratiocalculation of compliance with any financial ratio for purposes of taking any action hereunder, on any relevant date of determination, amounts denominated in currencies other than Dollars shall be translated into Dollars at the applicable rate of currency exchange rates used in preparing the most recently financial statements delivered pursuant to Sections 5.01(a) or (b) (or, prior to the first such delivery, the financial statements referred to in Section 6.23.04), as applicable, for the relevant Test Period and will, with respect to any Indebtedness, reflect the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar Equivalent amount of such Indebtedness. Notwithstanding the foregoing or anything to the contrary herein, to the extent that the Borrower would not be in compliance with Section 6.13(a) if any Indebtedness denominated in a currency other than Dollars were to be translated into Dollars on the basis of the applicable rate of currency exchange used in preparing the financial statements for the relevant Test Period, but would be in compliance with Section 6.13(a) if such Indebtedness that is denominated in a currency other than in Dollars were instead translated into Dollars on the basis of the average relevant rate of currency exchange over such Test Period (taking into account the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar Equivalent amount of such Indebtedness), then, solely for purposes of compliance with Section 6.13(a), the Total Debt to Equity Ratio as of the last day of such Test Period shall be calculated on the basis of such average relevant rate of currency exchange. (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as agreed by the Administrative Agent and the Borrower to appropriately reflect a change in currency of any country and any relevant market convention or practice relating to such change in currency.

Currency Equivalents Generally. (a) For purposes of any determination under any provision of this Agreement requiring Notwithstanding the use of a current exchange rateforegoing, all amounts incurred or proposed to be incurred in currencies other than Dollars shall be translated into Dollars at currency exchange rates then in effect on the date of such determination; provided, however, that (x) for purposes of determining compliance with Sections 7.01, 7.02 and 7.03 with respect to the any amount of any Debt, Investment, Disposition, Distribution Indebtedness or payment of Junior Debt Investment in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt Lien, Indebtedness or Investment is incurred or Dispositionincurred. (b) For purposes of determining compliance under Sections 7.02, Distribution 7.05 and 7.06, any amount in a currency other than Dollars will be converted to Dollars in a manner consistent with that used in calculating net income in the Borrower’s annual financial statements delivered pursuant to Section 6.01(a); provided, however, that the foregoing shall not be deemed to apply to the determination of payment any amount of Junior Debt is made, Indebtedness. (yc) for For purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, the Dollar equivalent of the principal amount of Indebtedness denominated in a foreign currency shall be calculated based on the exchange rate in effect on the date such Indebtedness was incurred, in the case of term debt, or first committed, in the case of revolving credit debt; provided that if such Debt Indebtedness is incurred to Refinance extend, replace, refund, refinance, renew or defease other Debt Indebtedness denominated in a foreign currency, and such Refinancing extension, replacement, refunding, refinancing, renewal or defeasance would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancingextension, replacement, refunding, refinancing, renewal or defeasance, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing Indebtedness does not exceed the principal amount of such Debt Indebtedness being Refinancedextended, except by an amount equal to the accrued interest and premium thereon plus other amounts paid and fees and expenses incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and (z) for the avoidance of doubtreplaced, the foregoing provisions of this Section 1.9 shall otherwise apply to such Sectionsrefunded, including with respect to determining whether any Debt refinanced, renewed or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sections. For purposes of the Financial Covenant and testing the Total Net Leverage Ratio, amounts in currencies other than Dollars shall be translated into Dollars at the applicable exchange rates used in preparing the most recently delivered Section 6.2defeased.

Currency Equivalents Generally. (a) For The Administrative Agent shall determine the Spot Rates as of each Revaluation Date to be used for calculating Dollar Amounts of Credit Extensions and Outstanding Amounts denominated in Alternative Currencies. Such Spot Rates shall become effective as of such Revaluation Date and shall be the Spot Rates employed in converting any amounts between the applicable currencies until the next Revaluation Date to occur. Except for purposes of financial statements delivered by Loan Parties hereunder or calculating financial ratios hereunder or except as otherwise provided herein, the applicable amount of any determination under any provision currency (other than Dollars) for purposes of the Loan Documents shall be such Dollar Amount as so determined by the Administrative Agent. (b) Wherever in this Agreement requiring the use in connection with a Borrowing, conversion, continuation or prepayment of a current exchange rateEurocurrency Rate Loan or the issuance, all amounts incurred amendment or proposed to be incurred extension of an Alternative Currency Letter of Credit, an amount, such as a required minimum or multiple amount, is expressed in currencies other than Dollars Dollars, but such Borrowing, Eurocurrency Rate Loan or Alternative Currency Letter of Credit is denominated in an Alternative Currency, such amount shall be translated into Dollars at currency exchange rates then in effect on the date relevant Alternative Currency Equivalent of such determination; providedDollar Amount (rounded to the nearest unit of such Alternative Currency, howeverwith 0.5 of a unit being rounded upward), that as determined by the Administrative Agent or the applicable Alternative Currency L/C Issuer, as the case may be. (xc) Notwithstanding the foregoing, for purposes of determining compliance with Sections 7.01, 7.02 and 7.03 with respect to the any amount of any Debt, Investment, Disposition, Distribution Indebtedness or payment of Junior Debt Investment in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt Indebtedness or Investment is incurred or Dispositionincurred; provided that, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of Debt, if such Debt is incurred to Refinance other Debt denominated in a foreign currency, and such Refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt does not exceed the principal amount of such Debt being Refinanced, except by an amount equal to the accrued interest and premium thereon plus other amounts paid and fees and expenses incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and (z) for the avoidance of doubt, the foregoing provisions of this Section 1.9 1.08 shall otherwise apply to such Sections, including with respect to determining whether any Debt Indebtedness or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sections. . (d) For purposes of determining compliance with the Financial Covenant Secured Leverage Ratio and testing the Total Net Leverage Ratio, amounts the equivalent in currencies Dollars of any amount denominated in a currency other than Dollars shall will be translated into converted to Dollars at (i) with respect to income statement items, in a manner consistent with that used in calculating Net Income in the Borrower’s latest financial statements delivered pursuant to Section 6.01(a) or (b) and (ii) with respect to balance sheet items, in a manner consistent with that used in calculating balance sheet items in the Borrower’s latest financial statements delivered pursuant to Section 6.01(a) or (b) and will, in the case of Indebtedness, reflect the currency translation effects, determined in accordance with GAAP, of Swap Contracts for currency exchange risks with respect to the applicable exchange rates used currency in preparing effect on the most recently delivered Section 6.2date of determination of the Dollar equivalent of such Indebtedness.

Currency Equivalents Generally. (a) For purposes of any determination under Section 9, Section 10 (other than for purposes of calculating the Consolidated First Lien Debt to Consolidated EBITDA Ratio, the Consolidated Secured Debt to Consolidated EBITDA Ratio, the Consolidated Total Debt to Consolidated EBITDA Ratio or the Consolidated EBITDA to Consolidated Interest Expense Ratio) or Section 11 or any determination under any other provision of this Agreement requiring the use of a current exchange rate, all amounts incurred Incurred or proposed to be incurred Incurred in currencies other than Dollars shall be translated into Dollars at currency exchange rates the Exchange Rate then in effect on the date of such determination; provided, however, that (x) for purposes of determining compliance with Section 10 with respect to the amount of any DebtIndebtedness, Investment, Disposition, Distribution Restricted Payment or payment of Junior Debt under Section 10.7 in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt Indebtedness or Investment is incurred Incurred or Disposition, Distribution of Restricted Payment or payment of Junior Debt under Section 10.7 is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence Incurrence of DebtIndebtedness, if such Debt Indebtedness is incurred Incurred to Refinance other Debt Indebtedness denominated in a foreign currency, and such Refinancing would cause the applicable Dollar-Dollar- denominated restriction to be exceeded if calculated at the relevant currency exchange rate Exchange Rate in effect on the date of such Refinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of the Indebtedness that is Incurred to Refinance such Refinanced Debt Indebtedness does not exceed the principal amount (or accreted amount) of such Debt Indebtedness being Refinanced, except by an amount equal to the accrued interest interest, dividends and premium (including tender premiums), if any, thereon plus defeasance costs, underwriting discounts and other amounts paid and fees and expenses (including OID, closing payments, upfront fees and similar fees) incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and (z) for the avoidance of doubt, the foregoing provisions of this Section 1.9 1.8 shall otherwise apply to such Sections, including with respect to determining whether any Debt Indebtedness or Investment may be incurred Incurred or Disposition, Distribution Restricted Payment or payment of Junior Debt under Section 10.7 may be made at any time under such Sections. For purposes of calculating the Financial Covenant Consolidated First Lien Debt to Consolidated EBITDA Ratio, the Consolidated Secured Debt to Consolidated EBITDA Ratio, the Consolidated Total Debt to Consolidated EBITDA Ratio and testing the Total Net Leverage Consolidated EBITDA to Consolidated Interest Expense Ratio, amounts in currencies other than Dollars shall be translated into Dollars at the applicable exchange rates used in preparing the most recently delivered financial statements pursuant to Section 6.29.1(a) or (b), or, prior to the delivery of such financial statements, the financial statements delivered pursuant to Section 6.9. (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Borrower’s consent (such consent not to be unreasonably withheld) to appropriately reflect a change in currency of any country and any relevant market conventions or practices relating to such change in currency.

Currency Equivalents Generally. (a) For Notwithstanding anything to the contrary in clause (b) below, for purposes of any determination under any provision of this Agreement requiring the use of a current exchange rateArticle 5, all amounts incurred or proposed to be incurred in currencies Article 6 (other than Dollars shall be translated into Dollars at currency exchange rates then in effect on Section 6.15 and the date calculation of such determination; provided, however, that (x) compliance with any financial ratio for purposes of determining compliance taking any action hereunder) or Article 7 with respect to the amount of any DebtIndebtedness, Lien, Restricted Payment, Restricted Debt Payment, Investment, Disposition, Distribution Sale and Lease-Back Transaction, affiliate transaction or payment other transaction, event or circumstance, or any determination under any other provision of Junior Debt this Agreement (any of the foregoing, a “relevant transaction”), in a currency other than Dollars, no Default or Event (i) the Dollar equivalent amount of Default a relevant transaction in a currency other than Dollars shall be deemed to have occurred solely as a result of changes in rates calculated based on the rate of exchange occurring after quoted by the time Bloomberg Foreign Exchange Rates & World Currencies Page (or any successor page thereto, or in the event such rate does not appear on any Bloomberg Page, by reference to such other publicly available service for displaying exchange rates as may be agreed upon by the Administrative Agent and the Borrower) for such foreign currency, as in effect at 11:00 a.m. (London time) on the date of such relevant transaction (which, in the case of any Restricted Payment, Restricted Debt Payment, Investment, Disposition or Investment incurrence of Indebtedness, shall be determined as set forth in Section 1.04(e)); provided, that if any Indebtedness is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of Debtand, if such Debt is incurred applicable, associated Lien granted) to Refinance refinance or replace other Debt Indebtedness denominated in a foreign currencycurrency other than Dollars, and such Refinancing the relevant refinancing or replacement would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancingrefinancing or replacement, such Dollar-Dollar- denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing or replacement Indebtedness (and, if applicable, associated Lien granted) does not exceed an amount sufficient to repay the principal amount of such Debt Indebtedness being Refinancedrefinanced or replaced, except by an amount equal to the (x) unpaid accrued interest interest, penalties and premium premiums (including tender premiums) thereon plus underwriting discounts and other amounts paid and fees customary fees, commissions and expenses (including upfront fees, original issue discount or initial yield payment) incurred in connection with such Refinancing plus an amount equal to refinancing or replacement, (y) any existing commitment commitments unutilized and letters of credit undrawn thereunder and (z) additional amounts permitted to be incurred under Section 6.01 and (ii) for the avoidance of doubt, no Default or Event of Default shall be deemed to have occurred solely as a result of a change in the foregoing provisions rate of this Section 1.9 shall otherwise apply to currency exchange occurring after the time of any relevant transaction so long as such Sectionsrelevant transaction was permitted at the time incurred, including with respect to determining whether any Debt made, acquired, committed, entered or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sectionsdeclared as set forth in clause (i). For purposes of Section 6.15 and the Financial Covenant and testing calculation of compliance with any financial ratio for purposes of taking any action hereunder (including for purposes of calculating compliance with the Total Net Leverage RatioIncremental Cap) on any relevant date of determination, amounts denominated in currencies other than Dollars shall be translated into Dollars at the applicable currency exchange rates rate used in preparing the most recently financial statements delivered pursuant to Sections 5.01(a) or (b) (or, prior to the first such delivery, the financial statements referred to in Section 6.23.04), as applicable, for the relevant Test Period. Notwithstanding the foregoing or anything to the contrary herein, to the extent that the Borrower would not be in compliance with Section 6.15(a) if any Indebtedness denominated in a currency other than Dollars were to be translated into Dollars on the basis of the applicable currency exchange rate used in preparing the financial statements delivered pursuant to Section 5.01(a) or (b), as applicable, for the relevant Test Period, but would be in compliance with Section 6.15(a) if such Indebtedness that is denominated in a currency other than in Dollars were instead translated into Dollars on the basis of the average relevant currency exchange rates over such Test Period (taking into account the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar equivalent amount of such Indebtedness), then, solely for purposes of compliance with Section 6.15(a), the First Lien Leverage Ratio as of the last day of such Test Period shall be calculated on the basis of such average relevant currency exchange rates. (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Borrower’s consent to appropriately reflect a change in currency of any country and any relevant market convention or practice relating to such change in currency.

Currency Equivalents Generally. (a1) For purposes of any determination under any provision of this Agreement requiring the use of a current exchange rate, all amounts incurred or proposed to be incurred in currencies other than Dollars shall be translated into Dollars at currency exchange rates then in effect on the date of such determination; provided, however, that (x) for purposes of determining compliance with Sections 7.01, 7.02 and 7.03 with respect to the any amount of any DebtLien, Investment, Disposition, Distribution Indebtedness or payment of Junior Debt Investment in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of currency exchange occurring after the time such Debt Lien, Indebtedness or Investment is incurred (so long as such Indebtedness or DispositionInvestment, Distribution at the time incurred, made or acquired, was permitted hereunder). (2) For purposes of payment this Agreement and the other Loan Documents, where the permissibility of Junior Debt is madea transaction or determinations of required actions or circumstances depend upon compliance with, or are determined by reference to, amounts stated in Dollars, any requisite currency translation shall be based on the rate of exchange between the applicable currency and Dollars (yas quoted by the Administrative Agent or if the Administrative Agent does not quote a rate of exchange on such currency, by a known dealer in such currency reasonably acceptable to the Borrower and the Administrative Agent (the “Spot Currency Exchange Rate”)) for in effect on the Business Day immediately preceding the date of such transaction (subject to the following proviso) or determination and shall not be affected by subsequent fluctuations in exchange rates. (3) For purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, the Dollar-equivalent principal amount of Indebtedness denominated in a foreign currency shall be calculated based on the Spot Currency Exchange Rate in effect on the date such Indebtedness was incurred, in the case of term debt, or first committed, in the case of revolving credit debt; provided, that if such Debt Indebtedness is incurred to Refinance refinance other Debt Indebtedness denominated in a foreign currency, and such Refinancing refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate Spot Currency Exchange Rate in effect on the date of such Refinancingrefinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt Indebtedness so refinanced does not exceed the principal amount of such Debt Indebtedness being Refinancedrefinanced. Notwithstanding the foregoing, except by an the principal amount equal of any Indebtedness incurred to the accrued interest and premium thereon plus refinance other amounts paid and fees and expenses Indebtedness, if incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and (z) for a different currency from the avoidance of doubtIndebtedness being refinanced, the foregoing provisions of this Section 1.9 shall otherwise apply to such Sections, including with respect to determining whether any Debt or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sections. For purposes of the Financial Covenant and testing the Total Net Leverage Ratio, amounts in currencies other than Dollars shall be translated into Dollars at calculated based on the applicable exchange rates used Spot Currency Exchange Rate that is in preparing effect on the most recently delivered Section 6.2date of such refinancing.

Currency Equivalents Generally. (a) For purposes of any determination under any provision of this Agreement requiring the use of a current exchange rate, all amounts incurred or proposed to be incurred in currencies other than Dollars shall be translated into Dollars at currency exchange rates then in effect on the date of such determination; provided, however, that (x) for purposes of determining compliance with respect to the amount of any Debt, Investment, Disposition, Distribution or payment of Junior Debt in a currency other than Dollars, no No Default or Event of Default shall be deemed to have occurred under a Loan Document solely as a result of changes in rates of currency exchange occurring after the time any applicable action (including any incurrence of a Lien or Indebtedness or the making of an Investment) so long as such Debt action (including any incurrence of a Lien or Investment is incurred Indebtedness or Dispositionthe making of an Investment) was permitted hereunder when made. (b) For purposes of this Agreement and the other Loan Documents, Distribution where the permissibility of payment a transaction or determinations of Junior Debt is maderequired actions or circumstances depend upon compliance with, or are determined by reference to, amounts stated in Dollars, any requisite currency translation (yi) for with respect to Loans or Commitments, shall be based on the Exchange Rate and (ii) with respect to any other amounts, shall be based on the rate of exchange between the applicable currency and Dollars as reasonably determined by the Borrower, in each case in effect on the Business Day immediately preceding the date of such transaction or determination (subject to clauses (c) and (d) below) and shall not be affected by subsequent fluctuations in exchange rates. (c) For purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, the Dollar-equivalent principal amount of Indebtedness denominated in a foreign currency shall be calculated based on the Exchange Rate in effect on the date such Indebtedness was incurred, in the case of term debt, or first committed, in the case of revolving credit debt (or, in the case of an LCA Election, on the date of the applicable LCA Test Date); provided that, if such Debt Indebtedness is incurred to Refinance refinance other Debt Indebtedness denominated in a foreign currency, and such Refinancing refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate Exchange Rate in effect on the date of such Refinancingrefinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt Indebtedness so refinanced does not exceed the principal amount of such Debt Indebtedness being Refinancedrefinanced. Notwithstanding the foregoing, except by an the principal amount equal of any Indebtedness incurred to the accrued interest and premium thereon plus refinance other amounts paid and fees and expenses Indebtedness, if incurred in connection with a different currency from the Indebtedness being refinanced, shall be calculated based on the Exchange Rate that is in effect on the date of such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and refinancing. (zd) for the avoidance of doubt, the foregoing provisions of this Section 1.9 shall otherwise apply to such Sections, including with respect to determining whether any Debt or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sections. For purposes of determining the Financial Covenant First Lien Net Leverage Ratio, the Secured Net Leverage Ratio and testing the Total Net Leverage Ratio, including Consolidated Adjusted EBITDA when calculating such ratios, all amounts denominated in currencies a currency other than Dollars shall will be translated into converted to Dollars for any purpose (including testing the any financial maintenance covenant) at the effective rate of exchange in respect thereof reflected in the consolidated financial statements of the Borrower for the applicable Test Period for which such measurement is being made, and will reflect the currency translation effects, determined in accordance with GAAP, of Hedge Agreements permitted hereunder for currency exchange rates used risks with respect to the applicable currency in preparing effect on the most recently delivered Section 6.2date of determination of the Dollar equivalent of such Indebtedness.

Currency Equivalents Generally. (a) For purposes of any determination under any provision Any amount specified in this Agreement (other than in Article II, Article IX and Article X or as set forth in paragraph (b) or (c) of this Agreement requiring Section) or any of the use of a current exchange rate, all amounts incurred or proposed other Loan Documents to be incurred in currencies Dollars shall also include the dollar equivalent of such amount in any currency other than Dollars shall be translated into Dollars at currency exchange rates then in effect on Dollars. (b) Notwithstanding the date of such determination; providedforegoing, however, that (x) for purposes of determining compliance with Sections 7.01, 7.02 and 7.03 with respect to the any amount of any DebtLiens, Investment, Disposition, Distribution Indebtedness or payment of Junior Debt Investment in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt Lien, Indebtedness or Investment is incurred; provided that, for the avoidance of doubt, the foregoing provisions of this Section 1.08 shall otherwise apply to such Sections, including with respect to determining whether any Indebtedness or Investment may be incurred or Dispositionat any time under such Sections. (c) For purposes of determining compliance under Sections 7.02, Distribution 7.05 and 7.06, any amount in a currency other than Dollars will be converted to Dollars in a manner consistent with that used in calculating net income in the annual financial statements delivered pursuant to Section 6.01(a); provided, however, that the foregoing shall not be deemed to apply to the determination of payment any amount of Junior Debt is made, Indebtedness. (yd) for For purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, the Dollar equivalent of the principal amount of Indebtedness denominated in a foreign currency shall be calculated based on the exchange rate in effect on the date such Indebtedness was incurred, in the case of term debt, or first committed, in the case of revolving credit debt; provided that if such Debt Indebtedness is incurred to Refinance extend, replace, refund, refinance, renew or defease other Debt Indebtedness denominated in a foreign currency, and such Refinancing extension, replacement, refunding, refinancing, renewal or defeasance would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancingextension, replacement, refunding, refinancing, renewal or defeasance, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing Indebtedness does not exceed the principal amount of such Debt Indebtedness being Refinancedextended, except by an amount equal to the accrued interest and premium thereon plus other amounts paid and fees and expenses incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and (z) for the avoidance of doubtreplaced, the foregoing provisions of this Section 1.9 shall otherwise apply to such Sectionsrefunded, including with respect to determining whether any Debt refinanced, renewed or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sections. For purposes of the Financial Covenant and testing the Total Net Leverage Ratio, amounts in currencies other than Dollars shall be translated into Dollars at the applicable exchange rates used in preparing the most recently delivered Section 6.2defeased.

Currency Equivalents Generally. (a) For purposes of any determination under any provision of this Agreement requiring the use of a current exchange rateArticle 1, all amounts incurred or proposed to be incurred in currencies Article 5, Article 6 (other than Dollars shall be translated into Dollars at currency exchange rates then in effect on the date calculation of such determination; provided, however, that (x) compliance with any financial ratio for purposes of determining compliance taking any action hereunder) or Article 7 with respect to the amount of any DebtIndebtedness, Lien, Restricted Payment, Restricted Debt Payment, Investment, Disposition, Distribution Affiliate transaction or payment other transaction, event or circumstance, or any determination under any other provision of Junior Debt this Agreement (any of the foregoing, a “specified transaction”), in a currency other than Dollars, no Default (i) the Dollar equivalent amount of a specified transaction in a currency other than Dollars shall be calculated based on the rate of exchange quoted by the Bloomberg Foreign Exchange Rates & World Currencies Page (or Event any successor page thereto, or in the event such rate does not appear on any Bloomberg Page, by reference to such other publicly available service for displaying exchange rates as may be agreed upon by the Purchaser Representative (acting at the direction of Default the Required Purchasers) and the Issuer) for such foreign currency, as in effect at 11:00 a.m. (London time) on the date of such specified transaction (which, in the case of any Restricted Payment, shall be deemed to have occurred solely as a result be the date of changes the declaration thereof and, in rates the case of exchange occurring after the time such Debt or Investment is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, shall be deemed to be on the date first committed); provided, that if any Indebtedness is incurred (and, if such Debt is incurred applicable, associated Lien granted) to Refinance refinance or replace other Debt Indebtedness denominated in a foreign currencycurrency other than Dollars, and such Refinancing the relevant refinancing or replacement would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancingrefinancing or replacement, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing or replacement Indebtedness (and, if applicable, associated Lien granted) does not exceed an amount sufficient to repay the principal amount of such Debt Indebtedness being Refinancedrefinanced or replaced, except by an amount equal to the (x) unpaid accrued interest and premium premiums (including tender premiums) thereon plus other amounts paid reasonable and customary fees and expenses (including upfront fees and original issue discount) incurred in connection with such Refinancing plus an amount equal to refinancing or replacement, (y) any existing commitment commitments unutilized and letters of credit undrawn thereunder and (z) additional amounts permitted to be incurred under Section 6.01 and (ii) for the avoidance of doubt, no Default or Event of Default shall be deemed to have occurred solely as a result of a change in the foregoing provisions rate of this Section 1.9 shall otherwise apply to currency exchange occurring after the time of any specified transaction so long as such Sectionsspecified transaction was permitted at the time incurred, including with respect to determining whether any Debt made, acquired, committed, entered or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sectionsdeclared as set forth in clause (i). For purposes of the Financial Covenant and testing the Total Net Leverage Ratiocalculation of compliance with any financial ratio for purposes of taking any action hereunder, on any relevant date of determination, amounts denominated in currencies other than Dollars shall be translated into Dollars at the applicable currency exchange rates rate used in preparing the most recently financial statements delivered pursuant to Section 6.25.01(a) or (b) (or, prior to the first such delivery, the financial statements referred to in Section 3.04), as applicable, for the relevant Test Period and will, with respect to any Indebtedness, reflect the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar equivalent amount of such Indebtedness. (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Required Purchasers may from time to time specify with the Issuer’s consent to appropriately reflect a change in currency of any country and any relevant market convention or practice relating to such change in currency.

Currency Equivalents Generally. (a) For Notwithstanding anything to the contrary in clause ‎(b) below, for purposes of any determination under any provision of this Agreement requiring the use of a current exchange rate‎Article 5, all amounts incurred or proposed to be incurred in currencies ‎Article 6 (other than Dollars shall be translated into Dollars at currency exchange rates then in effect on ‎Section 6.15 and the date calculation of such determination; provided, however, that (x) compliance with any financial ratio for purposes of determining compliance taking any action hereunder) or ‎Article 7 with respect to the amount of any DebtIndebtedness, Lien, Restricted Payment, Restricted Debt Payment, Investment, Disposition, Distribution Sale and Lease-Back Transaction, affiliate transaction or payment other transaction, event or circumstance, or any determination under any other provision of Junior Debt this Agreement (any of the foregoing, a “relevant transaction”), in a currency other than Dollars, no Default or Event (i) the Dollar equivalent amount of Default a relevant transaction in a currency other than Dollars shall be deemed to have occurred solely as a result of changes in rates calculated based on the rate of exchange occurring after quoted by the time Bloomberg Foreign Exchange Rates & World Currencies Page (or any successor page thereto, or in the event such rate does not appear on any Bloomberg Page, by reference to such other publicly available service for displaying exchange rates as may be agreed upon by the Administrative Agent and the Parent Borrower) for such foreign currency, as in effect at 11:00 a.m. (London time) on the date of such relevant transaction (which, in the case of any Restricted Payment, Restricted Debt Payment, Investment, Disposition or Investment incurrence of Indebtedness, shall be determined as set forth in ‎Section 1.04(e)); provided, that if any Indebtedness is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of Debtand, if such Debt is incurred applicable, associated Lien granted) to Refinance refinance or replace other Debt Indebtedness denominated in a foreign currencycurrency other than Dollars, and such Refinancing the relevant refinancing or replacement would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancingrefinancing or replacement, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing or replacement Indebtedness (and, if applicable, associated Lien granted) does not exceed an amount sufficient to repay the principal amount of such Debt Indebtedness being Refinancedrefinanced or replaced, except by an amount equal to the (x) unpaid accrued interest interest, penalties and premium premiums (including tender premiums) thereon plus underwriting discounts and other amounts paid and fees customary fees, commissions and expenses (including upfront fees, original issue discount or initial yield payment) incurred in connection with such Refinancing plus an amount equal to refinancing or replacement, (y) any existing commitment commitments unutilized and letters of credit undrawn thereunder and (z) additional amounts permitted to be incurred under ‎Section 6.01 and (ii) for the avoidance of doubt, no Default or Event of Default shall be deemed to have occurred solely as a result of a change in the foregoing provisions rate of this Section 1.9 shall otherwise apply to currency exchange occurring after the time of any relevant transaction so long as such Sectionsrelevant transaction was permitted at the time incurred, including with respect to determining whether any Debt made, acquired, committed, entered or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sectionsdeclared as set forth in clause ‎(i). For purposes of ‎Section 6.15 and the Financial Covenant and testing calculation of compliance with any financial ratio for purposes of taking any action hereunder (including for purposes of calculating compliance with the Total Net Leverage RatioIncremental Cap) on any relevant date of determination, amounts denominated in currencies other than Dollars shall be translated into Dollars at the applicable currency exchange rates rate used in preparing the most recently financial statements delivered Section 6.2pursuant to Sections ‎5.01(a) or ‎(b) (or, prior to the first such delivery, the financial statements referred to in ‎Section 3.04), as applicable, for the relevant Test Period. Notwithstanding the foregoing or anything to the contrary herein, to the extent that the Parent Borrower would not be in compliance with ‎Section 6.15(a) if any Indebtedness denominated in a currency other than Dollars were to be translated into Dollars on the basis of the applicable currency exchange rate used in preparing the financial statements delivered pursuant to ‎Section 5.01(a) or ‎(b), as applicable, for the relevant Test Period, but would be in compliance with ‎Section 6.15(a) if such Indebtedness that is denominated in a currency other than in Dollars were instead translated into Dollars on the basis of the average relevant currency exchange rates over such Test Period (taking into account the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar equivalent amount of such Indebtedness), then, solely for purposes of compliance with ‎Section 6.15(a), the First Lien Leverage Ratio as of the last day of such Test Period shall be calculated on the basis of such average relevant currency exchange rates. (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Parent Borrower’s consent to appropriately reflect a change in currency of any country and any relevant market convention or practice relating to such change in currency.

Currency Equivalents Generally. (a) For purposes of any determination under any provision of this Agreement requiring the use of a current exchange rate, all amounts incurred or proposed to be incurred in currencies other than Dollars shall be translated into Dollars at currency exchange rates then in effect on the date of such determination; provided, however, that (x) for purposes of determining compliance with respect to the amount of any Debt, Investment, Disposition, Distribution or payment of Junior Debt in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt or Investment is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of Debt, if such Debt is incurred to Refinance other Debt denominated in a foreign currency, and such Refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt does not exceed the principal amount of such Debt being Refinanced, except by an amount equal to the accrued interest and premium thereon plus other amounts paid and fees and expenses incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and (z) for the avoidance of doubt, the foregoing provisions of this Section 1.9 shall otherwise apply to such Sections, including with respect to determining whether any Debt or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sections. For purposes of the Financial Covenant and testing the Total Net Leverage RatioCovenant, amounts in currencies other than Dollars shall be translated into Dollars at the applicable exchange rates used in preparing the most recently delivered Section 6.2

Currency Equivalents Generally. (a) For purposes of Except as expressly provided herein, any determination under any provision of amount specified in this Agreement requiring the use of a current exchange rate, all amounts incurred or proposed any other Credit Document to be incurred in currencies Dollars shall also include the equivalent of such amount in any currency other than Dollars, such equivalent amount to be determined at the applicable Exchange Rate; provided that if any basket amount expressed in Dollars shall be translated into Dollars at is exceeded solely as a result of fluctuations in applicable currency exchange rates then in effect on after the date last time such basket was utilized, such basket will not be deemed to have been exceeded solely as a result of such determination; providedfluctuations in currency exchange rates. In addition, however, that (x) for purposes of determining compliance with respect if any Indebtedness is incurred to the amount of any Debt, Investment, Disposition, Distribution or payment of Junior Debt refinance other Indebtedness denominated in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt or Investment is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of Debt, if such Debt is incurred to Refinance other Debt denominated in a foreign currency, and such Refinancing refinancing would cause the applicable Dollardollar-denominated restriction in Section 6.1 to be exceeded if calculated at the relevant currency exchange rate in effect applicable Dollar Amount on the date of such Refinancingrefinancing, such Dollardollar-denominated restriction restrictions shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing Indebtedness does not exceed the sum of (i) the outstanding or committed principal amount, as applicable of such Indebtedness being refinanced plus (ii) the aggregate amount of such Debt being Refinancedfees, except by an amount equal to the accrued interest underwriting discounts, premiums and premium thereon plus other amounts paid and fees costs and expenses incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and refinancing. (zb) for the avoidance of doubt, the foregoing provisions of this Section 1.9 shall otherwise apply to such Sections, including with respect to determining whether any Debt or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sections. For purposes of determining the Financial Covenant Consolidated First Lien Net Leverage Ratio, the Consolidated Secured Net Leverage Ratio and testing the Consolidated Total Net Leverage Ratio, amounts denominated in currencies a currency other than Dollars shall will be translated into converted to Dollars for the purposes of calculating the Consolidated First Lien Net Leverage Ratio, the Consolidated Secured Net Leverage Ratio and the Consolidated Total Net Leverage Ratio, at the Exchange Rate as of the date of calculation, and will, in the case of Indebtedness, reflect the currency translation effects, determined in accordance with GAAP, of Swap Contracts permitted hereunder for currency exchange risks with respect to the applicable exchange rates used currency in preparing effect on the most recently delivered Section 6.2date of determination of the Dollar Amount of such Indebtedness.

Currency Equivalents Generally. (a) For purposes of any determination (including, without limitation, as to Borrowings, Letters of Credit, LC Commitments, LC Disbursements, LC Exposure, the Letter of Credit Sublimit, Loans, Revolving Credit Commitments and Revolving Credit Exposure) under any provision of this Agreement requiring the use of a current exchange rateArticle 1, all amounts incurred or proposed to be incurred in currencies Article 2, Article 5, Article 6 (other than Dollars shall be translated into Dollars at currency exchange rates then in effect on Section 6.14(a) and the date calculation of such determination; provided, however, that (x) compliance with any financial ratio for purposes of determining compliance taking any action hereunder) or Article 7 with respect to the amount of any DebtBorrowing, Indebtedness, Lien, Restricted Payment, Restricted Debt Payment, Investment, Disposition, Distribution Sale and Lease-Back Transaction, Affiliate transaction or payment other transaction, event or circumstance, or any determination under any other provision of Junior Debt this Agreement (any of the foregoing, a “specified transaction”), in a currency other than Dollars, no Default (i) the Dollar Equivalent amount of a specified transaction in a currency other than Dollars shall be calculated based on the relevant rate of exchange quoted by the Bloomberg Foreign Exchange Rates & World Currencies Page (or Event any successor page thereto, or in the event such rate does not appear on any Bloomberg Page, by reference to such other publicly available service for displaying exchange rates as may be agreed upon by the Administrative Agent and the Borrower) (the “Exchange Rate”) for such foreign currency, as in effect at 11:00 a.m. (London time) on the date of Default such specified transaction (which, in the case of any Restricted Payment, shall be deemed to have occurred solely as a result be the date of changes the declaration thereof and, in rates the case of exchange occurring after the time such Debt or Investment is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, shall be deemed to be on the date first committed); provided, that if any Indebtedness is incurred (and, if such Debt is incurred applicable, associated Lien granted) to Refinance refinance or replace other Debt Indebtedness denominated in a foreign currencycurrency other than Dollars, and such Refinancing the relevant refinancing or replacement would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate Exchange Rate in effect on the date of such Refinancingrefinancing or replacement, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing or replacement Indebtedness (and, if applicable, associated Lien granted) does not exceed an amount sufficient to repay the principal amount of such Debt Indebtedness being Refinancedrefinanced or replaced, except by an amount equal to the (x) unpaid accrued interest and premium premiums (including tender premiums) thereon plus other amounts paid reasonable and customary fees and expenses (including upfront fees and original issue discount) incurred in connection with such Refinancing plus an amount equal to refinancing or replacement, (y) any existing commitment commitments unutilized and letters of credit undrawn thereunder and (z) additional amounts permitted to be incurred under Section 6.01 and (ii) for the avoidance of doubt, no Default or Event of Default shall be deemed to have occurred solely as a result of a change in the foregoing provisions rate of this Section 1.9 shall otherwise apply to currency exchange occurring after the time of any specified transaction so long as such Sectionsspecified transaction was permitted at the time incurred, including with respect to determining whether any Debt made, acquired, committed, entered or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sectionsdeclared as set forth in clause (i). For purposes of Section 6.14(a) and the Financial Covenant and testing the Total Net Leverage Ratiocalculation of compliance with any financial ratio for purposes of taking any action hereunder, on any relevant date of determination, amounts denominated in currencies other than Dollars shall be translated into Dollars at the applicable exchange rates Exchange Rate used in preparing the most recently financial statements delivered pursuant to Sections 5.01(a) or (b) (or, prior to the first such delivery, the financial statements referred to in Section 6.23.04), as applicable, for the relevant Test Period and will, with respect to any Indebtedness, reflect the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar Equivalent amount of such Indebtedness. Notwithstanding the foregoing or anything to the contrary herein, to the extent that the Borrower would not be in compliance with Section 6.14(a) if any Indebtedness denominated in a currency other than Dollars were to be translated into Dollars on the basis of the applicable Exchange Rate used in preparing the financial statements delivered pursuant to Section 5.01(a) or (b), as applicable, for the relevant Test Period, but would be in compliance with Section 6.14(a) if such Indebtedness that is denominated in a currency other than in Dollars were instead translated into Dollars on the basis of the average relevant Exchange Rates over such Test Period (taking into account the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar Equivalent amount of such Indebtedness), then, solely for purposes of compliance with Section 6.14(a), the First Lien Leverage Ratio as of the last day of such Test Period shall be calculated on the basis of such average relevant Exchange Rates. (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Borrower’s consent to appropriately reflect a change in currency of any country and any relevant market convention or practice relating to such change in currency.

Currency Equivalents Generally. (a) For purposes of any determination under Xxxxxxx 0, Xxxxxxx 00 (xxxxx than Section 10.11) or Section 11 or any determination under any other provision of this Agreement requiring the use of a current exchange rate, all amounts incurred incurred, outstanding or proposed to be incurred or outstanding in currencies other than Dollars shall be translated into Dollars at currency exchange rates the Exchange Rate then in effect on the date of such determination; provided, however, that (x) for purposes of determining compliance with Section 10 with respect to the amount of any DebtIndebtedness, Investment, Disposition, Distribution Restricted Payment or payment of Junior Debt under Section 10.7 in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt Indebtedness or Investment is incurred or Disposition, Distribution of Restricted Payment or payment of Junior Debt under Section 10.7 is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, if such Debt Indebtedness is incurred to Refinance other Debt Indebtedness denominated in a foreign currency, and such Refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt Indebtedness does not exceed the principal amount of such Debt Indebtedness being Refinanced, except by an amount equal to the accrued interest and premium thereon plus other amounts paid and fees and expenses incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder Refinanced and (z) for the avoidance of doubt, the foregoing provisions of this Section 1.9 1.8 shall otherwise apply to such Sections, including with respect to determining whether any Debt Indebtedness or Investment may be incurred or Disposition, Distribution Restricted Payment or payment of Junior Debt under Section 10.7 may be made at any time under such Sections. For purposes of the Financial Covenant and testing the Total Net Leverage RatioSection 10.11, amounts in currencies other than Dollars shall be translated into Dollars at the applicable exchange rates used in preparing the most recently delivered financial statements pursuant to Section 6.29.1(a) or (b). (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Borrower’s consent (such consent not to be unreasonably withheld) to appropriately reflect a change in currency of any country and any relevant market conventions or practices relating to such change in currency.

Currency Equivalents Generally. (a) For purposes of any determination under any provision of this Agreement requiring the use of a current exchange rate, all amounts incurred or proposed to be incurred in currencies other than Dollars shall be translated into Dollars at currency exchange rates then in effect on the date of such determination; provided, however, that (x) for purposes of determining compliance with Sections 7.01, 7.03 and 7.06 with respect to the any amount of any Debt, Investment, Disposition, Distribution Indebtedness or payment of Junior Debt Investment in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt Lien, Indebtedness or Investment is incurred; provided, that for the avoidance of doubt, the foregoing provisions of this Section 1.08 shall otherwise apply to such Sections, including with respect to determining whether any Indebtedness or Investment may be incurred or Dispositionat any time under such Sections. (b) For purposes of determining compliance under 7.05 and 7.06, Distribution any amount in a currency other than Dollars will be converted to Dollars in a manner consistent with that used in calculating net income in Holdings’ annual financial statements delivered pursuant to Section 6.01(a); provided, that the foregoing shall not be deemed to apply to the determination of payment any amount of Junior Debt is made, Indebtedness. (yc) for For purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, the Dollar Equivalent of the principal amount of Indebtedness denominated in a foreign currency shall be calculated based on the Exchange Rate in effect on the date such Indebtedness was incurred, in the case of term debt, or first committed, in the case of revolving credit debt; provided, that if such Debt Indebtedness is incurred to Refinance extend, replace, refund, refinance, renew or defease other Debt Indebtedness denominated in a foreign currency, and such Refinancing extension, replacement, refunding, refinancing, renewal or defeasance would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancingextension, replacement, refunding, refinancing, renewal or defeasance, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing Indebtedness does not exceed the principal amount of such Debt Indebtedness being Refinancedextended, except by an amount equal to the accrued interest and premium thereon plus other amounts paid and fees and expenses incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and (z) for the avoidance of doubtreplaced, the foregoing provisions of this Section 1.9 shall otherwise apply to such Sectionsrefunded, including with respect to determining whether any Debt refinanced, renewed or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sections. For purposes of the Financial Covenant and testing the Total Net Leverage Ratio, amounts in currencies other than Dollars shall be translated into Dollars at the applicable exchange rates used in preparing the most recently delivered Section 6.2defeased.

Currency Equivalents Generally. (a) For purposes of any determination under any provision of Any amount specified in this Agreement requiring (other than in ARTICLE II and ARTICLE IX) or any of the use of a current exchange rate, all amounts incurred or proposed other Loan Documents to be incurred in currencies Dollars shall also include the equivalent of such amount in any currency other than Dollars Dollars, such equivalent amount thereof in the applicable currency to be determined by the Administrative Agent at such time on the basis of the Spot Rate (as defined below) for the purchase of such currency with Dollars. The “Spot Rate” for a currency shall mean the rate determined by the Administrative Agent to be translated into Dollars the rate quoted by the Person acting in such capacity as the spot rate for the purchase by such Person of such currency with another currency through its principal foreign exchange trading office at currency exchange rates then in effect approximately 11:00 a.m. on the date two Business Days prior to the date of such determination; providedprovided that the Administrative Agent may obtain such spot rate from another financial institution designated by the Administrative Agent if the Person acting in such capacity does not have as of the date of determination a spot buying rate for any such currency. Notwithstanding the foregoing, however, that (x) for purposes of determining compliance with ARTICLE VII with respect to the any amount of any Debt, Investment, Disposition, Distribution Indebtedness or payment of Junior Debt Investment in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of currency exchange occurring after the time such Debt Indebtedness or Investment is incurred (so long as such Indebtedness or DispositionInvestment, Distribution of payment of Junior Debt is madeat the time incurred, (y) for made or acquired, was permitted hereunder). For purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, the Dollar-equivalent principal amount of Indebtedness denominated in a foreign currency shall be calculated based on the relevant currency exchange rate in effect on the date such Indebtedness was incurred, in the case of term debt, or first committed, in the case of revolving credit debt; provided that if such Debt Indebtedness is incurred to Refinance extend, replace, refund, refinance, renew or defease other Debt Indebtedness denominated in a foreign currency, and such Refinancing extension, replacement, refunding, refinancing, renewal or defeasance would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancingextension, replacement, refunding, refinancing, renewal or defeasance, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt Indebtedness does not exceed the principal amount of such Debt other Indebtedness being Refinancedextended, except by an replaced, refunded, refinanced, renewed or defeased, plus the aggregate amount equal to the accrued interest of fees, underwriting discounts, premiums (including tender premiums) and premium thereon plus other amounts paid and fees reasonable costs and expenses (including original issue discount) incurred in connection with such Refinancing plus an amount equal refinancing. All references in the Loan Documents to Loans, Letters of Credit, Obligations, Borrowing Base components and other amounts shall be denominated in Dollars, unless expressly provided otherwise. The U.S. Dollar Equivalent of any existing commitment unutilized and letters of credit undrawn thereunder and (z) for the avoidance of doubt, the foregoing provisions of this Section 1.9 shall otherwise apply to such Sections, including with respect to determining whether any Debt amounts denominated or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time reported under such Sections. For purposes of the Financial Covenant and testing the Total Net Leverage Ratio, amounts a Loan Document in currencies a currency other than Dollars shall be translated into Dollars at determined by the applicable exchange rates used Administrative Agent based on the current Spot Rate (determined in preparing respect of the most recently delivered Section 6.2recent Revaluation Date). The Borrowers shall report Borrowing Base components to the Administrative Agent in Dollars, and unless expressly provided otherwise, the Borrowers shall deliver financial statements and calculate financial covenants in Dollars. Notwithstanding anything herein to the contrary, if any Obligation is funded and expressly denominated in a currency other than Dollars, the Borrowers shall repay such Obligation in such other currency.

Currency Equivalents Generally. (a) For Notwithstanding anything to the contrary in clause (b) below, for purposes of any determination under any provision of this Agreement requiring the use of a current exchange rateArticle 5, all amounts incurred or proposed to be incurred in currencies Article 6 (other than Dollars shall be translated into Dollars at currency exchange rates then in effect on Section 6.15 and the date calculation of such determination; provided, however, that (x) compliance with any financial ratio for purposes of determining compliance taking any action hereunder) or Article 7 with respect to the amount of any DebtIndebtedness, Lien, Restricted Payment, Restricted Debt Payment, Investment, Disposition, Distribution Affiliate transaction or payment other transaction, event or circumstance, or any determination under any other provision of Junior Debt this Agreement (any of the foregoing, a “relevant transaction”), in a currency other than Dollars, no Default or Event (i) the Dollar equivalent amount of Default a relevant transaction in a currency other than Dollars shall be deemed to have occurred solely as a result of changes in rates calculated based on the rate of exchange occurring after quoted by the time Bloomberg Foreign Exchange Rates & World Currencies Page (or any successor page thereto, or in the event such rate does not appear on any Bloomberg Page, by reference to such other publicly available service for displaying exchange rates as may be agreed upon by the Administrative Agent and Parent) for such foreign currency, as in effect at 11:00 a.m. (London time) on the date of such relevant transaction (which, in the case of any Restricted Payment, Restricted Debt Payment, Investment, Disposition or Investment incurrence of Indebtedness, shall be determined as set forth in Section 1.04(e)); provided, that if any Indebtedness is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of Debtand, if such Debt is incurred applicable, associated Lien granted) to Refinance refinance or replace other Debt Indebtedness denominated in a foreign currencycurrency other than Dollars, and such Refinancing the relevant refinancing or replacement would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancingrefinancing or replacement, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing or replacement Indebtedness (and, if applicable, associated Lien granted) does not exceed an amount sufficient to repay the principal amount of such Debt Indebtedness being Refinancedrefinanced or replaced, except by an amount equal to the (x) unpaid accrued interest interest, penalties and premium premiums (including tender premiums) thereon plus underwriting discounts and other amounts paid and fees customary fees, commissions and expenses (including upfront fees, original issue discount or initial yield payment) incurred in connection with such Refinancing plus an amount equal to refinancing or replacement, (y) any existing commitment commitments unutilized and letters of credit undrawn thereunder and (z) additional amounts permitted to be incurred under Section 6.01 and (ii) for the avoidance of doubt, no Default or Event of Default shall be deemed to have occurred solely as a result of a change in the foregoing provisions rate of this Section 1.9 shall otherwise apply to currency exchange occurring after the time of any relevant transaction so long as such Sectionsrelevant transaction was permitted at the time incurred, including with respect to determining whether any Debt made, acquired, committed, entered or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sectionsdeclared as set forth in clause (i). For purposes of Section 6.15 and the Financial Covenant and testing calculation of compliance with any financial ratio for purposes of taking any action hereunder (including for purposes of calculating compliance with the Total Net Leverage RatioIncremental Cap) on any relevant date of determination, amounts denominated in currencies other than Dollars shall be translated into Dollars at the applicable currency exchange rates rate used in preparing the most recently financial statements delivered pursuant to Sections 5.01(a) or (b) (or, prior to the first such delivery, the financial statements referred to in Section 6.23.04), as applicable, for the relevant Test Period. Notwithstanding the foregoing or anything to the contrary herein, to the extent that Parent would not be in compliance with Section 6.15(a) if any Indebtedness denominated in a currency other than Dollars were to be translated into Dollars on the basis of the applicable currency exchange rate used in preparing the financial statements delivered pursuant to Section 5.01(a) or (b), as applicable, for the relevant Test Period, but would be in compliance with Section 6.15(a) if such Indebtedness that is denominated in a currency other than in Dollars were instead translated into Dollars on the basis of the average relevant currency exchange rates over such Test Period (taking into account the currency translation effects, determined in accordance with GAAP, of Hedge Agreements permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar equivalent amount of such Indebtedness), then, solely for purposes of compliance with Section 6.15(a), the First Lien Leverage Ratio as of the last day of such Test Period shall be calculated on the basis of such average relevant currency exchange rates. (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with Parent’s consent to appropriately reflect a change in currency of any country and any relevant market convention or practice relating to such change in currency.

Currency Equivalents Generally. (a) For purposes of any determination under Section 2.23(a), Article 5, Article 6 (other than the calculation of compliance with any financial ratio for purposes of taking any action hereunder) or Article 7 with respect to the amount of any Indebtedness, Lien, Restricted Payment, Restricted Debt Payment, Investment, Disposition, Sale and Lease-Back Transaction, Affiliate transaction or other transaction, event or circumstance, or any determination under any other provision of this Agreement expressly requiring the use of a current exchange rate, all amounts incurred or proposed to be incurred in currencies other than Dollars shall be translated into Dollars at currency exchange rates then in effect on (any of the date of such determination; providedforegoing, howevera “subject transaction”), that (x) for purposes of determining compliance with respect to the amount of any Debt, Investment, Disposition, Distribution or payment of Junior Debt in a currency other than Dollars, no Default (i) the Dollar equivalent amount of a subject transaction in a currency other than Dollars shall be calculated based on the rate of exchange quoted by the Bloomberg Foreign Exchange Rates & World Currencies Page (or Event any successor page thereto, or in the event such rate does not appear on any Bloomberg Page, by reference to such other publicly available service for displaying exchange rates as may be agreed upon by the Administrative Agent and the Borrower Representative) for such alternate currency, as in effect at 11:00 a.m. (London time) on the date of Default such subject transaction (which, in the case of any Restricted Payment, shall be deemed to have occurred solely as a result be the date of changes the declaration thereof and, in rates the case of exchange occurring after the time such Debt or Investment is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, shall be deemed to be on the date first committed); provided that if any Indebtedness is incurred (and, if such Debt is incurred applicable, associated Lien granted) to Refinance refinance or replace other Debt Indebtedness denominated in a foreign currencycurrency other than Dollars, and such Refinancing the relevant refinancing or replacement would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancingrefinancing or replacement, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing or replacement Indebtedness (and, if applicable, associated Lien granted) does not exceed an amount sufficient to repay the principal amount of such Debt Indebtedness being Refinancedrefinanced or replaced, except by an amount equal to the (x) unpaid accrued interest and premium premiums (including tender premiums) thereon plus other amounts paid reasonable and customary fees and expenses (including upfront fees and original issue discount) incurred in connection with such Refinancing plus an amount equal to refinancing or replacement, (y) any existing commitment commitments unutilized and letters of credit undrawn thereunder and (z) additional amounts permitted to be incurred under Section 6.01 and (ii) for the avoidance of doubt, no Default or Event of Default shall be deemed to have occurred solely as a result of a change in the foregoing provisions rate of this Section 1.9 shall otherwise apply to currency exchange occurring after the time of any subject transaction so long as such Sectionssubject transaction was permitted at the time incurred, including with respect to determining whether any Debt made, acquired, committed, entered or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sectionsdeclared as set forth in clause (i). For purposes of the Financial Covenant and testing the Total Net Leverage Ratiocalculation of compliance with any financial ratio for purposes of taking any action hereunder, on any relevant date of determination, amounts denominated in currencies other than Dollars shall be translated into Dollars at the applicable currency exchange rates rate used in preparing the most recently financial statements delivered Section 6.2pursuant to Sections 5.01(b) or (c), as applicable, for the relevant Test Period and will, with respect to any Indebtedness, reflect the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar equivalent amount of such Indebtedness.

Currency Equivalents Generally. (a) For purposes of any determination under any provision of this Agreement requiring the use of a current exchange rate, all amounts incurred or proposed to be incurred in currencies other than Dollars shall be translated into Dollars at currency exchange rates then in effect on the date of such determination; provided, however, that (x) for purposes of determining compliance with respect to the amount of any Debt, Investment, Disposition, Distribution or payment of Junior Debt in a currency other than Dollars, no No Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of currency exchange occurring after the time such Debt a Lien, Indebtedness or Investment is granted or incurred (so long as such Lien, Indebtedness or DispositionInvestment was permitted hereunder at the time granted or incurred). (b) For purposes of this Agreement and the other Loan Documents, Distribution where the permissibility of payment a transaction or determinations of Junior Debt is maderequired actions or circumstances depend upon compliance with, or are determined by reference to, amounts stated in Dollars, any requisite currency translation (yi) for with respect to Loans or Commitments, shall be based on the Exchange Rate and (ii) with respect to any other amounts, shall be based on the rate of exchange between the applicable currency and Dollars as reasonably determined by the Borrower, in each case in effect on the Business Day immediately preceding the date of such transaction or determination (subject to clauses (c) and (d) below) and shall not be affected by subsequent fluctuations in exchange rates. (c) For purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, the Dollar-equivalent principal amount of Indebtedness denominated in a foreign currency shall be calculated based on the Exchange Rate in effect on the date such Indebtedness was incurred, in the case of term debt, or first committed, in the case of revolving credit debt (or, in the case of an LCA Election, on the date of the applicable LCA Test Date); provided that, if such Debt Indebtedness is incurred to Refinance refinance other Debt Indebtedness denominated in a foreign currency, and such Refinancing refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate Exchange Rate in effect on the date of such Refinancingrefinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt Indebtedness so refinanced does not exceed the principal amount of such Debt Indebtedness being Refinancedrefinanced. Notwithstanding the foregoing, except by an the principal amount equal of any Indebtedness incurred to the accrued interest and premium thereon plus refinance other amounts paid and fees and expenses Indebtedness, if incurred in connection with a different currency from the Indebtedness being refinanced, shall be calculated based on the Exchange Rate that is in effect on the date of such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and refinancing. (zd) for the avoidance of doubt, the foregoing provisions of this Section 1.9 shall otherwise apply to such Sections, including with respect to determining whether any Debt or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sections. For purposes of determining the Financial Covenant and testing First Lien Net Leverage Ratio, the Secured Net Leverage Ratio, the Total Net Leverage Ratio and the Interest Coverage Ratio, including Consolidated Adjusted EBITDA when calculating such ratios, all amounts denominated in currencies a currency other than Dollars shall will be translated into converted to Dollars for any purpose (including testing the any financial maintenance covenant) at the effective rate of exchange in respect thereof reflected in the consolidated financial statements of the Borrower for the applicable Test Period for which such measurement is being made, and will reflect the currency translation effects, determined in accordance with GAAP, of Hedge Agreements permitted hereunder for currency exchange rates used risks with respect to the applicable currency in preparing effect on the most recently delivered Section 6.2date of determination of the Dollar equivalent of such Indebtedness.

Currency Equivalents Generally. (a) For purposes of any determination under Section 9, Section 10 (other than for purposes of calculating the Consolidated First Lien Debt to Consolidated EBITDA Ratio, the Consolidated Secured Debt to Consolidated EBITDA Ratio, the Consolidated Total Debt to Consolidated EBITDA Ratio or the Consolidated EBITDA to Consolidated Interest Expense Ratio) or Section 11 or any determination under any other provision of this Agreement requiring the use of a current exchange rate, all amounts incurred Incurred or proposed to be incurred Incurred in currencies other than Dollars shall be translated into Dollars at currency exchange rates the Exchange Rate then in effect on the date of such determination; provided, however, that (x) for purposes of determining compliance with Section 10 with respect to the amount of any DebtIndebtedness, Investment, Disposition, Distribution Restricted Payment or payment of Junior Debt under Section 10.7 in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt Indebtedness or Investment is incurred Incurred or Disposition, Distribution of Restricted Payment or payment of Junior Debt under Section 10.7 is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence Incurrence of DebtIndebtedness, if such Debt Indebtedness is incurred Incurred to Refinance other Debt Indebtedness denominated in a foreign currency, and such Refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate Exchange Rate in effect on the date of such Refinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount (or accreted amount) of the Indebtedness that is Incurred to Refinance such Refinanced Debt Indebtedness does not exceed the principal amount (or accreted amount) of such Debt Indebtedness being Refinanced, except by an amount equal to the accrued interest interest, dividends and premium (including tender premiums), if any, thereon plus defeasance costs, underwriting discounts and other amounts paid and fees and expenses (including OID, closing payments, upfront fees and similar fees) incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and (z) for the avoidance of doubt, the foregoing provisions of this Section 1.9 1.8 shall otherwise apply to such Sections, including with respect to determining whether any Debt Indebtedness or Investment may be incurred Incurred or Disposition, Distribution Restricted Payment or payment of Junior Debt under Section 10.7 may be made at any time under such Sections. For purposes of calculating the Financial Covenant Consolidated First Lien Debt to Consolidated EBITDA Ratio, the Consolidated Secured Debt to Consolidated EBITDA Ratio, the Consolidated Total Debt to Consolidated EBITDA Ratio and testing the Total Net Leverage Consolidated EBITDA to Consolidated Interest Expense Ratio, amounts in currencies other than Dollars shall be translated into Dollars at the applicable exchange rates used in preparing the most recently delivered financial statements pursuant to Section 6.29.1(a) or Section 9.1(b) or, prior to the Closing Date, the Historical Financial Statements. (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Borrower’s consent (such consent not to be unreasonably withheld) to appropriately reflect a change in currency of any country and any relevant market conventions or practices relating to such change in currency.

Currency Equivalents Generally. (a) Any amount specified in this Agreement (other than in Articles II, IX and X or as set forth in clause (b) of this Section 1.08) or any of the other Loan Documents to be in Dollars shall also include the equivalent of such amount in any currency other than Dollars, such equivalent amount to be determined at the rate of exchange quoted by the Reuters World Currency Page for such other currency at 11:00 a.m. (London time) on such day (or, in the event such rate does not appear on any Reuters World Currency Page, by reference to such other publicly available service for displaying exchange rates as may be agreed upon by the Administrative Agent and the Parent Borrower, or, in the absence of such agreement, such rate shall instead be the arithmetic average of the spot rates of exchange of the Administrative Agent in the market where its foreign currency exchange operations in respect of such currency are then being conducted, at or about 10:00 a.m. (New York City time) on such date for the purchase of Dollars for delivery two Business Days later); provided that if any basket is exceeded solely as a result of fluctuations in applicable currency exchange rates after the last time such basket was utilized, such basket will not be deemed to have been exceeded solely as a result of such fluctuations in currency exchange rates. Any determinations as to the Dollar Equivalent of Revolving Credit Loans or Letters of Credit denominated in an Alternative Currency, the amount of fees owing in respect of Letters of Credit denominated in an Alternative Currency and the amount of the Unreimbursed Amount owing to each L/C Issuer shall be made by the Administrative Agent as of the most recent Revaluation Date and such determination shall be conclusive absent manifest error. (b) For purposes of any determination under any provision of this Agreement requiring determining the use of Consolidated First Lien Net Leverage Ratio, the Consolidated Total Net Leverage Ratio and the Consolidated Senior Secured Net Leverage Ratio, amounts denominated in a current exchange rate, all amounts incurred or proposed to be incurred in currencies currency other than Dollars shall will be translated into converted to Dollars for the purposes of (A) testing the Financial Covenant, at currency exchange rates then in effect on the date of Dollar Equivalent at such determination; provideddate, howeverand (B) calculating any Consolidated Total Net Leverage Ratio, that the Consolidated First Lien Net Leverage Ratio (x) other than for the purposes of determining compliance with respect to the amount of any Debt, Investment, Disposition, Distribution or payment of Junior Debt in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt or Investment is incurred or Disposition, Distribution of payment of Junior Debt is made, (ySection 7.08) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of Debt, if such Debt is incurred to Refinance other Debt denominated in a foreign currency, and such Refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt does not exceed the principal amount of such Debt being Refinanced, except by an amount equal to the accrued interest and premium thereon plus other amounts paid and fees and expenses incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and (z) for the avoidance of doubt, the foregoing provisions of this Section 1.9 shall otherwise apply to such Sections, including with respect to determining whether any Debt or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sections. For purposes of the Financial Covenant and testing the Total Consolidated Senior Secured Net Leverage Ratio, amounts in currencies other than Dollars shall be translated into Dollars at the applicable Dollar Equivalent at such date, and will, in the case of Indebtedness and Consolidated Funded Indebtedness, be the weighted average exchange rates used for determining Consolidated EBITDA for the relevant period, provided that if any Borrower Party has entered into any currency Swap Contracts in preparing respect of any borrowings, the most recently delivered Section 6.2currency and amount of such borrowings shall be determined by first taking into account the effects of that currency Swap Contract. (c) The Administrative Agent or any L/C Issuer, as applicable, shall use the currency exchange rate as of each Revaluation Date for the purpose of calculating Dollar Equivalent amounts of the Revolving Credit Loans denominated in an Alternative Currency. Such currency exchange rates shall become effective as of such Revaluation Date and shall be the currency exchange rate employed in converting any amounts between the applicable currencies for such purposes until the next Revaluation Date to occur.

Currency Equivalents Generally. (a) For The Administrative Agent or the applicable Issuing Bank, as applicable, shall determine the Spot Rates as of each Revaluation Date to be used for calculating Dollar Equivalent amounts of L/C Credit Extensions and Outstanding Amounts in respect of Letters of Credit denominated in Alternative Currencies. Such Spot Rates shall become effective as of such Revaluation Date and shall be the Spot Rates employed in converting any amounts between the applicable currencies until the next Revaluation Date to occur. Except for purposes of financial statements delivered by Loan Parties hereunder or calculating financial covenants hereunder or except as otherwise provided herein, the applicable amount of any determination under any provision currency (other than Dollars) for purposes of the Loan Documents shall be such Dollar Equivalent amount as so determined by the Administrative Agent or the applicable Issuing Bank, as applicable. (b) Wherever in this Agreement in connection with the issuance, amendment or extension of a Letter of Credit, an amount, such as a required minimum or multiple amount, is expressed in Dollars, but such Letter of Credit is denominated in an Alternative Currency, such amount shall be the relevant Alternative Currency Equivalent of such Dollar amount (rounded to the nearest unit of such Alternative Currency, with 0.5 of a unit being rounded upward), as determined by the applicable Issuing Bank. (c) Notwithstanding the foregoing provisions of this Agreement requiring the use of a current exchange rateSection 1.06, all amounts incurred or proposed to be incurred in currencies other than Dollars shall be translated into Dollars at currency exchange rates then in effect on the date of such determination; provided, however, that (x) for purposes of determining compliance with Article VI (except for Section 6.09) with respect to the any amount of any Debt, Investment, Disposition, Distribution Indebtedness or payment of Junior Debt Investment in a currency other than Dollars, (x) no Default or Event of Default shall be deemed to have occurred occurred, solely as a result of changes in rates of exchange occurring after the time such Debt Indebtedness or Investment is incurred or Disposition, Distribution of payment of Junior Debt is made, incurred; and (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of Debt, if such Debt is incurred to Refinance other Debt denominated in a foreign currency, and such Refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt does not exceed the principal amount of such Debt being Refinanced, except by an amount equal to the accrued interest and premium thereon plus other amounts paid and fees and expenses incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and (z) for the avoidance of doubt, the foregoing provisions of this Section 1.9 shall otherwise apply to such Sectionscalculation required under Article VI, including with respect to determining whether any Debt Indebtedness or Investment may be incurred (where, for the avoidance of doubt, the amount of any existing Indebtedness or DispositionInvestment shall be determined as at the time of such incurrence), Distribution or payment of Junior Debt the “Spot Rate” for a currency shall be deemed to mean the rate at which such currency may be made exchanged into any other currency (including Dollars), as set forth at approximately 11:00 a.m. (London time) on such day on the Reuters World Currency Page for such currency. In the event that such rate does not appear on any time under Reuters World Currency Page, the Spot Rate shall be determined by reference to such Sections. For purposes other publicly available service for displaying exchange rates as may be agreed by the Administrative Agent and Holdings, or, in the absence of such agreement, such Spot Rate shall instead be the arithmetic average of the Financial Covenant and testing spot rates of exchange of the Total Net Leverage RatioAdministrative Agent in the market where its foreign currency exchange operations in respect of such currency are then being conducted, amounts in currencies other than Dollars shall be translated into Dollars at or about 11:00 a.m., local time, on such date for the applicable exchange rates used in preparing purchase of the most recently delivered Section 6.2relevant currency for delivery two Business Days later.

Currency Equivalents Generally. (a) The Administrative Agent or the applicable Issuing Bank, as applicable, shall determine the applicable rates of exchange (specified in the definition of “Dollar Equivalent”) as of each Revaluation Date to be used for calculating the Dollar Equivalent of Loans and Letters of Credit outstanding hereunder that are denominated in an Alternative Currency. Such rates of exchange shall become effective as of such Revaluation Date and shall be the rates of exchange employed in converting amounts for such purpose between the applicable currencies until the next Revaluation Date. (b) For purposes of any determination under any provision of this Agreement requiring the use of a current exchange rateArticle V, all amounts incurred or proposed to be incurred in currencies Article VI (other than Dollars shall be translated into Dollars at currency exchange rates then in effect on Section 6.11 and the date calculation of such determination; provided, however, that (x) compliance with any financial ratio for purposes of determining compliance taking any action hereunder) or Article VII with respect to the amount of any DebtIndebtedness, Lien, Restricted Payment, Investment, Disposition, Distribution Affiliate transaction or payment other transaction, event or circumstance, or any determination under any other provision of Junior Debt this Agreement (any of the foregoing, a “specified transaction”) in a currency other than Dollarsdollars, no Default or Event (i) the equivalent amount in dollars of Default a specified transaction in a currency other than dollars shall be calculated based on the rate of exchange displayed by ICE Data Services (or, if such service ceases to be available, the rate of exchange determined by the Administrative Agent using any method of determination it reasonably deems appropriate and that is agreed to by Holdings) for such foreign currency, as in effect at 11:00 a.m. (London time) on the date of such specified transaction (which, in the case of any Restricted Payment, shall be deemed to have occurred solely as a result be the date of changes the declaration thereof and, in rates the case of exchange occurring after the time such Debt or Investment is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, shall be deemed to be on the date first committed); provided that if any Indebtedness is incurred (and, if such Debt is incurred applicable, associated Lien granted) to Refinance refinance or replace other Debt Indebtedness denominated in a foreign currencycurrency other than dollars, and such Refinancing the relevant refinancing or replacement would cause the applicable Dollardollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancingrefinancing or replacement, such Dollardollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing or replacement Indebtedness (and, if applicable, associated Lien granted) does not exceed an amount sufficient to repay the principal amount of such Debt Indebtedness being Refinancedrefinanced or replaced, except by an amount equal to the (x) unpaid accrued interest and premium premiums (including premiums) thereon plus other amounts paid reasonable and customary fees and expenses (including upfront fees and original issue discount) incurred in connection with such Refinancing plus an amount equal to refinancing or replacement, (y) any existing commitment commitments unutilized and letters of credit undrawn thereunder and (z) additional amounts permitted to be incurred under Section 6.01 and (ii) for the avoidance of doubt, no Default or Event of Default shall be deemed to have occurred solely as a result of a change in the foregoing provisions rate of this Section 1.9 shall otherwise apply to currency exchange occurring after the time of any specified transaction so long as such Sectionsspecified transaction was permitted at the time incurred, including with respect to determining whether any Debt made, acquired, committed, entered or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sectionsdeclared as set forth in the immediately preceding clause (i). For purposes of Section 6.11 and the Financial Covenant and testing calculation of compliance with any financial ratio for purposes of taking any action hereunder (including for purposes of calculating compliance with the Total Net Leverage RatioIncremental Cap), on any relevant date of determination, amounts denominated in currencies other than Dollars dollars shall be translated into Dollars dollars at the applicable currency exchange rates rate used in preparing the most recently financial statements delivered pursuant to Section 6.25.01(a) or 5.01(b) (or, prior to the first such delivery, the financial statements referred to in Section 3.04), as applicable, for the relevant Test Period and will, with respect to any Indebtedness, reflect the currency translation effects, determined in accordance with GAAP, of any Swap Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the dollar equivalent amount of such Indebtedness.

Currency Equivalents Generally. (a) For The Administrative Agent or the applicable Alternative Currency L/C Issuer, as applicable, shall determine the Spot Rates as of each Revaluation Date to be used for calculating Dollar Amounts of Credit Extensions and Outstanding Amounts denominated in Alternative Currencies. Such Spot Rates shall become effective as of such Revaluation Date and shall be the Spot Rates employed in converting any amounts between the applicable currencies until the next Revaluation Date to occur. Except for purposes of financial statements delivered by Loan Parties hereunder or calculating financial covenants hereunder or except as otherwise provided herein, the applicable amount of any determination under any provision currency (other than Dollars) for purposes of the Loan Documents shall be such Dollar Amount as so determined by the Administrative Agent or the Alternative Currency L/C Issuer, as applicable. (b) Wherever in this Agreement requiring the use in connection with a Borrowing, conversion, continuation or prepayment of a current exchange rateEurocurrency Rate Loan or the issuance, all amounts incurred amendment or proposed to be incurred extension of an Alternative Currency Letter of Credit, an amount, such as a required minimum or multiple amount, is expressed in currencies other than Dollars Dollars, but such Borrowing, Eurocurrency Rate Loan or Alternative Currency Letter of Credit is denominated in an Alternative Currency, such amount shall be translated into Dollars at currency exchange rates then in effect on the date relevant Alternative Currency Equivalent of such determination; providedDollar amount (rounded to the nearest unit of such Alternative Currency, howeverwith 0.5 of a unit being rounded upward), that as determined by the Administrative Agent or the applicable Alternative Currency L/C Issuer, as the case may be. (xc) Notwithstanding the foregoing, for purposes of determining compliance with Sections 7.01, 7.02 and 7.03 with respect to the any amount of any Debt, Investment, Disposition, Distribution Indebtedness or payment of Junior Debt Investment in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt Indebtedness or Investment is incurred or Dispositionincurred; provided that, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of Debt, if such Debt is incurred to Refinance other Debt denominated in a foreign currency, and such Refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt does not exceed the principal amount of such Debt being Refinanced, except by an amount equal to the accrued interest and premium thereon plus other amounts paid and fees and expenses incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and (z) for the avoidance of doubt, the foregoing provisions of this Section 1.9 1.08 shall otherwise apply to such Sections, including with respect to determining whether any Debt Indebtedness or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sections. . (d) For purposes of the Financial Covenant determining compliance under Sections 7.02, 7.05 and testing the Total Net Leverage Ratio7.06, amounts any amount in currencies a currency other than Dollars shall will be translated into converted to Dollars at the applicable exchange rates in a manner consistent with that used in preparing calculating Net Income in the most recently Borrower’s annual financial statements delivered pursuant to Section 6.26.01(a); provided, however, that the foregoing shall not be deemed to apply to the determination of any amount of Indebtedness.

Currency Equivalents Generally. (a) For purposes The Administrative Agent, Swing Line Lender or the L/C Issuer, as applicable, shall determine in good faith the Spot Rates as of any determination under any provision of this Agreement requiring the use of a current exchange rate, all amounts incurred or proposed each Revaluation Date to be incurred used for calculating Dollar Equivalent amounts of Credit Extensions and Outstanding Amounts denominated in currencies other than Dollars Agreed Foreign Currencies (and shall be translated into Dollars at currency exchange rates then in effect on promptly notify the date Borrower of such determination; provided). Such Spot Rates shall become effective as of such Revaluation Date and shall be the Spot Rates employed in converting any amounts between the applicable currencies until the next Revaluation Date to occur. Except for purposes of financial statements delivered by Loan Parties hereunder or calculating financial covenants hereunder or except as otherwise provided herein, however, that the applicable amount of any currency (xother than Dollars) for purposes of determining compliance with respect to the amount of any Debt, Investment, Disposition, Distribution or payment of Junior Debt in a currency other than Dollars, no Default or Event of Default Loan Documents shall be deemed to have occurred such Dollar Equivalent amount as so determined in good faith by the Administrative Agent or the L/C Issuer, as applicable; provided that if any basket is exceeded solely as a result of changes fluctuations in applicable currency exchange rates of exchange occurring after the last time such Debt or Investment is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of Debt, if such Debt is incurred to Refinance other Debt denominated in a foreign currency, and such Refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancingbasket was utilized, such Dollar-denominated restriction shall basket will not be deemed not to have been exceeded so long solely as the principal amount a result of such Refinanced Debt does not exceed the principal amount of such Debt being Refinanced, except by an amount equal to the accrued interest and premium thereon plus other amounts paid and fees and expenses incurred fluctuations in currency exchange rates. (b) Wherever in this Agreement in connection with a Borrowing, conversion, continuation or prepayment of a Term Benchmark Loan or an RFR Loan or the issuance, amendment or extension of a Letter of Credit, an amount, such Refinancing plus as a required minimum or multiple amount, is expressed in Dollars, but such Borrowing, Term Benchmark Loan, RFR Loan or Letter of Credit is denominated in an Agreed Foreign Currency, such amount equal shall be the relevant Dollar Equivalent of such Dollar amount (rounded to the nearest unit of such Agreed Foreign Currency, with 0.5 of a unit being rounded upward), as determined by the Administrative Agent, Swing Line Lender or the L/C Issuer, as the case may be. (c) The Administrative Agent does not warrant, nor accept responsibility, nor shall the Administrative Agent have any existing commitment unutilized and letters of credit undrawn thereunder and (z) for the avoidance of doubt, the foregoing provisions of this Section 1.9 shall otherwise apply to such Sections, including liability with respect to determining whether the administration, submission or any Debt or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sections. For purposes other matter related to the establishment of the Financial Covenant and testing rates in the Total Net Leverage Ratiodefinition of “Relevant Rate” or with respect to any comparable or successor rate thereto, amounts in currencies other than Dollars shall be translated into Dollars at except to the applicable exchange rates used in preparing extent the most recently delivered Section 6.2Administrative Agent acts with gross negligence, bad faith, or willful misconduct, as determined by the final non-appealable judgment of a court of competent jurisdiction.

Currency Equivalents Generally. (a) For purposes of any determination under Article X, Article XI (other than Section 11.11) or Article XII or any determination under any other provision of this Agreement requiring the use of a current exchange rate, all amounts incurred incurred, outstanding or proposed to be incurred or outstanding in currencies other than Dollars shall be translated into Dollars at currency exchange rates the Exchange Rate then in effect on the date of such determination; provided, however, that (x) for purposes of determining compliance with Article XI with respect to the amount of any DebtIndebtedness, Investment, Disposition, Distribution Restricted Payment or payment of Junior Debt under Section 11.7 in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt Indebtedness or Investment is incurred or Disposition, Distribution of Restricted Payment or payment of Junior Debt under Section 11.7 is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, if such Debt Indebtedness is incurred to Refinance other Debt Indebtedness denominated in a foreign currency, and such Refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt Refinancing Indebtedness does not exceed the principal amount of such Debt being Refinanced, except by an amount equal to the accrued interest and premium thereon plus other amounts paid and fees and expenses incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder Refinanced Indebtedness and (z) for the avoidance of doubt, the foregoing provisions of this Section 1.9 1.8 shall otherwise apply to such Sections, including with respect to determining whether any Debt Indebtedness or Investment may be incurred or Disposition, Distribution Restricted Payment or payment of Junior Debt under Section 11.7 may be made at any time under such Sections. For purposes of the Financial Covenant and testing the Total Net Leverage RatioSection 11.11, amounts in currencies other than Dollars shall be translated into Dollars at the applicable exchange rates used in preparing the most recently delivered financial statements pursuant to Section 6.210.1(a) or (b). (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify at the direction of the Majority Lenders and with the Borrower’s consent (such consent not to be unreasonably withheld) necessary from time to time to appropriately reflect a change in currency of any country and any relevant market conventions or practices relating to such change in currency.

Currency Equivalents Generally. (a) For purposes of any determination under Sxxxxxx 0, Xxxxxxx 00 (xxxxx than Section 10.10) or Section 11 or any determination under any other provision of this Agreement requiring the use of a current exchange rate, all amounts incurred Incurred or proposed to be incurred Incurred in currencies other than Dollars shall be translated into Dollars at currency exchange rates the Exchange Rate then in effect on the date of such determination; provided, however, that (x) for purposes of determining compliance with Section 10 with respect to the amount of any DebtIndebtedness, Investment, Disposition, Distribution Restricted Payment or payment of Junior Debt under Section 10.7 in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt Indebtedness or Investment is incurred Incurred or Disposition, Distribution of Restricted Payment or payment of Junior Debt under Section 10.7 is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence Incurrence of DebtIndebtedness, if such Debt Indebtedness is incurred Incurred to Refinance other Debt Indebtedness denominated in a foreign currency, and such Refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate Exchange Rate in effect on the date of such Refinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of the Indebtedness that is Incurred to Refinance such Refinanced Debt Indebtedness does not exceed the principal amount (or accreted amount) of such Debt Indebtedness being Refinanced, except by an amount equal to the accrued interest interest, dividends and premium (including tender premiums), if any, thereon plus defeasance costs, underwriting discounts and other amounts paid and fees and expenses (including OID, closing payments, upfront fees and similar fees) incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and (z) for the avoidance of doubt, the foregoing provisions of this Section 1.9 1.8 shall otherwise apply to such Sections, including with respect to determining whether any Debt Indebtedness or Investment may be incurred Incurred or Disposition, Distribution Restricted Payment or payment of Junior Debt under Section 10.7 may be made at any time under such Sections. For purposes of the Financial Covenant and testing the Total Net Leverage RatioSection 10.10, amounts in currencies other than Dollars shall be translated into Dollars at the applicable exchange rates used in preparing the most recently delivered financial statements pursuant to Section 6.29.1(a) or (b). (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Borrower’s consent (such consent not to be unreasonably withheld) to appropriately reflect a change in currency of any country and any relevant market conventions or practices relating to such change in currency.

Currency Equivalents Generally. (a) For purposes of any determination under Article 9, Article 10 (other than Section 10.11) or Article 11 or any determination under any other provision of this Agreement requiring the use of a current exchange rate, all amounts incurred incurred, outstanding or proposed to be incurred or outstanding in currencies other than Dollars shall be translated into Dollars at currency exchange rates the Exchange Rate then in effect on the date of such determination; provided, however, that (x) for purposes of determining compliance with Article 10 with respect to the amount of any DebtIndebtedness, Investment, Disposition, Distribution Restricted Payment or payment of Junior Debt under Section 10.7 in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt Indebtedness or Investment is incurred or Disposition, Distribution of Restricted Payment or payment of Junior Debt under Section 10.7 is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, the Dollar-equivalent principal amount of Indebtedness denominated in a foreign currency shall be calculated based on the relevant currency exchange rate in effect on the date such Indebtedness was incurred, in the case of term debt, or first committed or first incurred (whichever yields the lower Dollar equivalent), in the case of revolving credit debt (provided that if such Debt Indebtedness is incurred to Refinance refinance other Debt Indebtedness denominated in a foreign currency, and such Refinancing refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt Indebtedness does not exceed (i) the principal amount of such Debt Indebtedness being RefinancedRefinanced plus (ii) the aggregate amount of fees, except by an amount equal to the accrued interest underwriting discounts, premiums (including tender premiums) and premium thereon plus other amounts paid and fees costs and expenses (including original issue discount, upfront fees or similar fees) incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder refinancing) and (z) for the avoidance of doubt, the foregoing provisions of this Section 1.9 1.8 shall otherwise apply to such Sections, including with respect to determining whether any Debt Indebtedness or Investment may be incurred or Disposition, Distribution Restricted Payment or payment of Junior Debt under Section 10.7 may be made at any time under such Sections. For purposes of the Financial Covenant and testing the Total Net Leverage RatioSection 10.11, amounts in currencies other than Dollars shall be translated into Dollars at the applicable exchange rates used in preparing the most recently delivered financial statements pursuant to Section 6.29.1(a) or (b). (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Borrower’s consent (such consent not to be unreasonably withheld) to appropriately reflect a change in currency of any country and any relevant market conventions or practices relating to such change in currency.

Currency Equivalents Generally. (ai) For purposes of any determination under any provision of this Agreement requiring the use of a current exchange rate, all amounts incurred or proposed to be incurred in currencies other than Dollars shall be translated into Dollars at currency exchange rates then in effect on the date of such determination; provided, however, that (x) for purposes of determining compliance with Sections ‎7.01, ‎7.02 and ‎7.03 with respect to the any amount of any Debt, Investment, Disposition, Distribution Indebtedness or payment of Junior Debt Investment in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt Lien Indebtedness or Investment is incurred; provided that, for the avoidance of doubt, the foregoing provisions of this ‎Section 1.08 shall otherwise apply to such Sections, including with respect to determining whether any Lien, Indebtedness or Investment may be incurred or Dispositionat any time under such Sections. (ii) For purposes of determining compliance under ‎Article 7, Distribution any amount in a currency other than Dollars will be converted to Dollars in a manner consistent with that used in calculating net income in the Borrower’s annual financial statements delivered pursuant to ‎Section 6.01(a); provided, however, that the foregoing shall not be deemed to apply to the determination of payment any amount of Junior Debt is made, Indebtedness. (ya) for For purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, the Dollar Equivalent of the principal amount of Indebtedness denominated in a foreign currency shall be calculated based on the Spot Rate in effect on the date such Indebtedness was incurred, in the case of term debt, or first committed, in the case of revolving credit debt; provided that if such Debt Indebtedness is incurred to Refinance extend, replace, refund, refinance, renew or defease other Debt Indebtedness denominated in a foreign currency, and such Refinancing extension, replacement, refunding, refinancing, renewal or defeasance would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency Dollars exchange rate in effect on the date of such Refinancingextension, replacement, refunding, refinancing, renewal or defeasance, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing Indebtedness does not exceed the principal amount of such Debt Indebtedness being Refinancedextended, except by an amount equal to the accrued interest and premium thereon plus other amounts paid and fees and expenses incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and (z) for the avoidance of doubtreplaced, the foregoing provisions of this Section 1.9 shall otherwise apply to such Sectionsrefunded, including with respect to determining whether any Debt refinanced, renewed or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sections. For purposes of the Financial Covenant and testing the Total Net Leverage Ratio, amounts in currencies other than Dollars shall be translated into Dollars at the applicable exchange rates used in preparing the most recently delivered Section 6.2defeased.

Currency Equivalents Generally. (a) For purposes of any determination under Article VI, Article VII (other than Section 7.09) or Article VIII or any determination under any other provision of this Agreement requiring the use of a current exchange rate, all amounts incurred incurred, outstanding or proposed to be incurred or outstanding in currencies other than Dollars shall be translated into Dollars at currency exchange rates the Exchange Rate then in effect on the date of such determination; provided, however, that (x) for purposes of determining compliance with Article VII with respect to the amount of any DebtIndebtedness, Investment, Disposition, Distribution Restricted Payment or payment of Junior Debt under Section 7.08 in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt Indebtedness or Investment is incurred Incurred or Disposition, Distribution of Restricted Payment or payment of Junior Debt under Section 7.08 is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence Incurrence of DebtIndebtedness, if such Debt Indebtedness is incurred Incurred to Refinance refinance other Debt Indebtedness denominated in a foreign currency, and such Refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate Exchange Rate in effect on the date of such Refinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinanced Indebtedness does not exceed the principal amount of such Debt Indebtedness being Refinanced, Refinanced except by an amount equal to the unpaid accrued interest and premium thereon plus other reasonable amounts paid paid, and fees and expenses incurred reasonably Incurred, in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and (z) for the avoidance of doubt, the foregoing provisions of this Section 1.9 1.09 shall otherwise apply to such Sections, including with respect to determining whether any Debt Indebtedness or Investment may be incurred Incurred or Disposition, Distribution Restricted Payment or payment of Junior Debt under Section 7.08 may be made at any time under such Sections. For purposes of the Financial Covenant and testing the Total Net Leverage RatioSection 7.09, amounts in currencies other than Dollars shall be translated into Dollars at the applicable exchange rates Exchange Rates used in preparing the most recently delivered Section 6.26.01 Financials on or prior to such date. (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Borrower’s consent (such consent not to be unreasonably withheld) to appropriately reflect a change in currency of any country and any relevant market conventions or practices relating to such change in currency.

Currency Equivalents Generally. (a) [Reserved]. (b) For purposes of any determination under any provision of this Agreement requiring the use of a current exchange rateArticle 1, all amounts incurred or proposed to be incurred in currencies Article 5, Article 6 (other than Dollars shall be translated into Dollars at currency exchange rates then in effect on Section 6.10(a) and Section 6.10(b) and the date calculation of such determination; provided, however, that (x) compliance with any financial ratio for purposes of determining compliance taking any action hereunder) or Article 7 with respect to any Affiliate transaction, the amount of any DebtIndebtedness, Lien, Restricted Payment, Restricted Debt Payment, Investment, DispositionDisposition or other transaction, Distribution event or payment circumstance, or any determination under any other provision of Junior Debt this Agreement, (any of the foregoing, a “specified transaction”), in a currency other than Dollars, no Default (i) the Dollar equivalent amount of a specified transaction in a currency other than Dollars shall be calculated based on the rate of exchange quoted by the Bloomberg Foreign Exchange Rates & World Currencies Page (or Event any successor page thereto, or in the event such rate does not appear on any Bloomberg Page, by reference to such other publicly available service for displaying exchange rates as may be agreed upon by the Administrative Agent and the Borrower) for such foreign currency, as in effect at 11:00 a.m. (London time) on the date of Default such specified transaction (which, in the case of any Restricted Payment, shall be deemed to have occurred solely as a result be the date of changes the declaration thereof and, in rates the case of exchange occurring after the time such Debt or Investment is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, shall be deemed to be on the date first committed); provided that, if such Debt any Indebtedness is incurred (and, if applicable, associated Lien granted) to Refinance refinance or replace other Debt Indebtedness denominated in a foreign currencycurrency other than Dollars, and such Refinancing the relevant refinancing or replacement would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancingrefinancing or replacement, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing or replacement Indebtedness (and, if applicable, associated Lien granted) does not exceed an amount sufficient to repay the principal amount of such Debt Indebtedness being Refinancedrefinanced or replaced, except by an amount equal to the (x) unpaid accrued interest and premium premiums (including tender premiums) thereon plus other amounts paid reasonable and customary fees and expenses (including upfront fees and original issue discount) incurred in connection with such Refinancing plus an amount equal to refinancing or replacement, (y) any existing commitment unutilized and letters of credit undrawn thereunder and (z) any additional amount permitted to be incurred under Section 6.01 and (ii) for the avoidance of doubt, no Default or Event of Default shall be deemed to have occurred solely as a result of a change in the foregoing provisions rate of this Section 1.9 shall otherwise apply to currency exchange occurring after the time of any specified transaction so long as such Sectionsspecified transaction was permitted at the time incurred, including with respect to determining whether any Debt made, acquired, committed, entered or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sectionsdeclared as set forth in clause (i). For purposes of Section 6.10(a), Section 6.10(b) and the Financial Covenant and testing the Total Net Leverage Ratiocalculation of compliance with any financial ratio for purposes of taking any action hereunder, on any relevant date of determination, amounts denominated in currencies other than Dollars shall be translated into Dollars at the applicable currency exchange rates rate used in preparing the most recently financial statements delivered pursuant to Sections 5.01(a) or (b) (or, prior to the first such delivery, the financial statements referred to in Section 6.23.04), as applicable, for the relevant Test Period and will, with respect to any Indebtedness, reflect the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar equivalent amount of such Indebtedness; provided that the amount of any Indebtedness that is subject to a Debt FX Hedge shall be determined in accordance with the definition of “Consolidated Total Debt”. Notwithstanding the foregoing or anything to the contrary herein, to the extent that the Borrower would not be in compliance with Section 6.10(a) and/or Section 6.10(b) if any Indebtedness denominated in a currency other than Dollars were to be translated into Dollars on the basis of the applicable currency exchange rate used in preparing the financial statements delivered pursuant to Section 5.01(a) or (b), as applicable, for the relevant Test Period, but would be in compliance with Section 6.10(a) or Section 6.10(b), as applicable, if such Indebtedness that is denominated in a currency other than in Dollars were instead translated into Dollars on the basis of the average relevant currency exchange rates over such Test Period (taking into account the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar equivalent amount of such Indebtedness), then, solely for purposes of compliance with Section 6.10(a) or Section 6.10(b), as applicable, the Total Rent Adjusted Net Leverage Ratio as of the last day of such Test Period shall be calculated on the basis of such average relevant currency exchange rates; provided that the amount of any Indebtedness that is subject to a Debt FX Hedge shall be determined in accordance with the definition of “Consolidated Total Debt”. (c) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Borrower’s consent to appropriately reflect a change in currency of any country and any relevant market convention or practice relating to such change in currency.

Currency Equivalents Generally. (a) For purposes of any determination under any provision of this Agreement requiring the use of a current exchange rateArticle I, all amounts incurred or proposed to be incurred in currencies Article V, Article VI (other than Dollars shall be translated into Dollars at currency exchange rates then in effect on Section 6.10(a), Section 6.10(b) and Section 6.10(c) and the date calculation of such determination; provided, however, that (x) compliance with any financial ratio for purposes of determining compliance taking any action hereunder) or Article VII with respect to any Affiliate transaction, the amount of any DebtIndebtedness, Lien, Restricted Payment, Restricted Debt Payment, Investment, DispositionDisposition or other transaction, Distribution event or payment circumstance, or any determination under any other provision of Junior Debt this Agreement, (any of the foregoing, a “specified transaction”), in a currency other than Dollars, no Default (i) the Dollar equivalent amount of a specified transaction in a currency other than Dollars shall be calculated based on the rate of exchange quoted by the Bloomberg Foreign Exchange Rates & World Currencies Page (or Event any successor page thereto, or in the event such rate does not appear on any Bloomberg Page, by reference to such other publicly available service for displaying exchange rates as may be agreed upon by the Administrative Agent and the Borrower) for such foreign currency, as in effect at 11:00 a.m. (London time) on the date of Default such specified transaction (which, in the case of any Restricted Payment, shall be deemed to have occurred solely as a result be the date of changes the declaration thereof and, in rates the case of exchange occurring after the time such Debt or Investment is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, shall be deemed to be on the date first committed); provided that, if such Debt any Indebtedness is incurred (and, if applicable, associated Lien granted) to Refinance refinance or replace other Debt Indebtedness denominated in a foreign currencycurrency other than Dollars, and such Refinancing the relevant refinancing or replacement would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancingrefinancing or replacement, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing or replacement Indebtedness (and, if applicable, associated Lien granted) does not exceed an amount sufficient to repay the principal amount of such Debt Indebtedness being Refinancedrefinanced or replaced, except by an amount equal to the (x) unpaid accrued interest and premium premiums (including tender premiums) thereon plus other amounts paid reasonable and customary fees and expenses (including upfront fees and original issue discount) incurred in connection with such Refinancing plus an amount equal to refinancing or replacement, (y) any existing commitment unutilized and letters of credit undrawn thereunder and (z) any additional amount permitted to be incurred under Section 6.01 and (ii) for the avoidance of doubt, no Default or Event of Default shall be deemed to have occurred solely as a result of a change in the foregoing provisions rate of this Section 1.9 shall otherwise apply to currency exchange occurring after the time of any specified transaction so long as such Sectionsspecified transaction was permitted at the time incurred, including with respect to determining whether any Debt made, acquired, committed, entered or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sectionsdeclared as set forth in clause (i). For purposes of Section 6.10(a), Section 6.10(b), Section 6.10(c)and the Financial Covenant and testing the Total Net Leverage Ratiocalculation of compliance with any financial ratio for purposes of taking any action hereunder, on any relevant date of determination, amounts denominated in currencies other than Dollars shall be translated into Dollars at the applicable currency exchange rates rate used in preparing the most recently financial statements delivered pursuant to Sections 5.01(a) or (b) (or, prior to the first such delivery, the financial statements referred to in Section 6.23.04), as applicable, for the relevant Test Period and will, with respect to any Indebtedness, reflect the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar equivalent amount of such Indebtedness; provided that the amount of any Indebtedness that is subject to a Debt FX Hedge shall be determined in accordance with the definition of “Consolidated Total Debt”. Notwithstanding the foregoing or anything to the contrary herein, to the extent that the Borrower would not be in compliance with Section 6.10(a), Section 6.10(b) and/or Section 6.10(c) if any Indebtedness denominated in a currency other than Dollars were to be translated into Dollars on the basis of the applicable currency exchange rate used in preparing the financial statements delivered pursuant to Section 5.01(a) or (b), as applicable, for the relevant Test Period, but would be in compliance with Section 6.10(a), Section 6.10(b) or Section 6.10(c), as applicable, if such Indebtedness that is denominated in a currency other than in Dollars were instead translated into Dollars on the basis of the average relevant currency exchange rates over such Test Period (taking into account the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar equivalent amount of such Indebtedness), then, solely for purposes of compliance with Section 6.10(a), Section 6.10(b) or Section 6.10(c), as applicable, the Total Rent Adjusted Net Leverage Ratio as of the last day of such Test Period shall be calculated on the basis of such average relevant currency exchange rates; provided that the amount of any Indebtedness that is subject to a Debt FX Hedge shall be determined in accordance with the definition of “Consolidated Total Debt”. (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Borrower’s consent to appropriately reflect a change in currency of any country and any relevant market convention or practice relating to such change in currency.

Currency Equivalents Generally. (a) For purposes of any determination under any provision of this Agreement requiring Notwithstanding the use of a current exchange rateforegoing, all amounts incurred or proposed to be incurred in currencies other than Dollars shall be translated into Dollars at currency exchange rates then in effect on the date of such determination; provided, however, that (x) for purposes of determining compliance with Sections 7.01, 7.02 and 7.03 with respect to the any amount of any Debt, Investment, Disposition, Distribution Indebtedness or payment of Junior Debt Investment in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt Lien, Indebtedness or Investment is incurred; provided that, for the avoidance of doubt, the foregoing provisions of this Section 1.08 shall otherwise apply to such Sections, including with respect to determining whether any Indebtedness or Investment may be incurred or Dispositionat any time under such Sections. (b) For purposes of determining compliance under the covenants herein, Distribution any amount in a currency other than Dollars will be converted to Dollars in a manner consistent with that used in calculating net income in the Borrower’s annual financial statements delivered pursuant to Section 6.01(a); provided, however, that the foregoing shall not be deemed to apply to the determination of payment of Junior Debt whether Indebtedness is made, permitted to be incurred hereunder (ywhich shall be subject to clause (c) for below). (c) For purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, the Dollar Equivalent of the principal amount of Indebtedness denominated in a foreign currency shall be calculated based on the exchange rate in effect on the date such Indebtedness was incurred, in the case of term debt, or first committed, in the case of revolving credit debt; provided that if such Debt Indebtedness is incurred to Refinance extend, replace, refund, refinance, renew or defease other Debt Indebtedness denominated in a foreign currency, and such Refinancing extension, replacement, refunding, refinancing, renewal or defeasance would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancingextension, replacement, refunding, refinancing, renewal or defeasance, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing Indebtedness does not exceed the principal amount of such Debt Indebtedness being Refinancedextended, except by an amount equal to the replaced, refunded, refinanced, renewed or defeased plus accrued interest amounts, and premium thereon plus other amounts paid and any costs, fees and expenses incurred premiums paid in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and (z) for the avoidance of doubt, the foregoing provisions of this Section 1.9 shall otherwise apply to such Sections, including with respect to determining whether any Debt or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sections. For purposes of the Financial Covenant and testing the Total Net Leverage Ratio, amounts in currencies other than Dollars shall be translated into Dollars at the applicable exchange rates used in preparing the most recently delivered Section 6.2therewith.

Currency Equivalents Generally. (a) For purposes of any determination under any provision of this Agreement requiring the use of a current exchange rateArticle 5, all amounts incurred or proposed to be incurred in currencies Article 6 (other than Dollars shall be translated into Dollars at currency exchange rates then in effect on Section 6.15(a) and the date calculation of such determination; provided, however, that (x) compliance with any financial ratio for purposes of determining compliance taking any action hereunder) or Article 7 with respect to the amount of any DebtIndebtedness, Lien, Restricted Payment, Restricted Debt Payment, Investment, Disposition, Distribution Sale and Lease-Back Transaction, affiliate transaction or payment other transaction, event or circumstance, or any determination under any other provision of Junior Debt this Agreement, (any of the foregoing, a “specified transaction”), in a currency other than Dollars, no Default (i) the Dollar equivalent amount of a specified transaction in a currency other than Dollars shall be calculated based on the rate of exchange quoted by the Bloomberg Foreign Exchange Rates & World Currencies Page (or Event any successor page thereto, or in the event such rate does not appear on any Bloomberg Page, by reference to such other publicly available service for displaying exchange rates as may be agreed upon by the Administrative Agent and the Top Borrower) for such foreign currency, as in effect at 11:00 a.m. (London time) on the date of Default such specified transaction (which, in the case of any Restricted Payment, shall be deemed to have occurred solely as a result be the date of changes the declaration thereof and, in rates the case of exchange occurring after the time such Debt or Investment is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, shall be deemed to be on the date first committed); provided, that if any Indebtedness is incurred (and, if such Debt is incurred applicable, associated Lien granted) to Refinance refinance or replace other Debt Indebtedness denominated in a foreign currencycurrency other than Dollars, and such Refinancing the relevant refinancing or replacement would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancingrefinancing or replacement, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing or replacement Indebtedness (and, if applicable, associated Lien granted) does not exceed an amount sufficient to repay the principal amount of such Debt Indebtedness being Refinancedrefinanced or replaced, except by an amount equal to the (x) unpaid accrued interest and premium premiums (including tender premiums) thereon plus other amounts paid reasonable and customary fees and expenses (including upfront fees and original issue discount) incurred in connection with such Refinancing plus an amount equal to refinancing or replacement, (y) any existing commitment commitments unutilized and letters of credit undrawn thereunder and (z) additional amounts permitted to be incurred under Section 6.01 and (ii) for the avoidance of doubt, no Default or Event of Default shall be deemed to have occurred solely as a result of a change in the foregoing provisions rate of this Section 1.9 shall otherwise apply to currency exchange occurring after the time of any specified transaction so long as such Sectionsspecified transaction was permitted at the time incurred, including with respect to determining whether any Debt made, acquired, committed, entered or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sectionsdeclared as set forth in clause (i). For purposes of Section 6.15(a) and the Financial Covenant and testing the Total Net Leverage Ratiocalculation of compliance with any financial ratio for purposes of taking any action hereunder, on any relevant date of determination, amounts denominated in currencies other than Dollars shall be translated into Dollars at the applicable currency exchange rates rate used in preparing the most recently financial statements delivered pursuant to Sections 5.01(a) or (b) (or, prior to the first such delivery, the financial statements referred to in Section 6.23.04), as applicable, for the relevant Test Period and will, with respect to any Indebtedness, reflect the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar equivalent amount of such Indebtedness. Notwithstanding the foregoing or anything to the contrary herein, to the extent that the Top Borrower would not be in compliance with Section 6.15(a) if any Indebtedness denominated in a currency other than Dollars were to be translated into Dollars on the basis of the applicable currency exchange rate used in preparing the financial statements delivered pursuant to Section 5.01(a) or (b), as applicable, for the relevant Test Period, but would be in compliance with Section 6.15(a) if such Indebtedness that is denominated in a currency other than in Dollars were instead translated into Dollars on the basis of the average relevant currency exchange rates over such Test Period (taking into account the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar equivalent amount of such Indebtedness), then, solely for purposes of compliance with Section 6.15(a), the First Lien Leverage Ratio as of the last day of such Test Period shall be calculated on the basis of such average relevant currency exchange rates. (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Top Borrower’s consent to appropriately reflect a change in currency of any country and any relevant market convention or practice relating to such change in currency.

Currency Equivalents Generally. (a) For purposes of any determination under any provision of this Agreement requiring the use of a current exchange rateArticle 5, all amounts incurred or proposed to be incurred in currencies Article 6 (other than Dollars shall be translated into Dollars at currency exchange rates then in effect on Section 6.15(a) and the date calculation of such determination; provided, however, that (x) compliance with any financial ratio for purposes of determining compliance taking any action hereunder) or Article 7 with respect to the amount of any DebtIndebtedness, Lien, Restricted Payment, Restricted Debt Payment, Investment, Disposition, Distribution Sale and Lease-Back Transaction, affiliate transaction or payment other transaction, event or circumstance, or any determination under any other provision of Junior Debt this Agreement, (any of the foregoing, a “specified transaction”), in a currency other than Dollars, no Default (i) the Dollar equivalent amount of a specified transaction in a currency other than Dollars shall be calculated based on the rate of exchange quoted by the Bloomberg Foreign Exchange Rates & World Currencies Page (or Event any successor page thereto, or in the event such rate does not appear on any Bloomberg Page, by reference to such other publicly available service for displaying exchange rates as may be agreed upon by the Administrative Agent and the Borrower) for such foreign currency, as in effect at 11:00 a.m. (London time) on the date of Default such specified transaction (which, in the case of any Restricted Payment, shall be deemed to have occurred solely as a result be the date of changes the declaration thereof and, in rates the case of exchange occurring after the time such Debt or Investment is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, shall be deemed to be on the date first committed); provided, that if any Indebtedness is incurred (and, if such Debt is incurred applicable, associated Lien granted) to Refinance refinance or replace other Debt Indebtedness denominated in a foreign currencycurrency other than Dollars, and such Refinancing the relevant refinancing or replacement would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancingrefinancing or replacement, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing or replacement Indebtedness (and, if applicable, associated Lien granted) does not exceed an amount sufficient to repay the principal amount of such Debt Indebtedness being Refinancedrefinanced or replaced, except by an amount equal to the (x) unpaid accrued interest and premium premiums (including tender premiums) thereon plus other amounts paid reasonable and customary fees and expenses (including upfront fees and original issue discount) incurred in connection with such Refinancing plus an amount equal to refinancing or replacement, (y) any existing commitment commitments unutilized and letters of credit undrawn thereunder and (z) additional amounts permitted to be incurred under Section 6.01 and (ii) for the avoidance of doubt, no Default or Event of Default shall be deemed to have occurred solely as a result of a change in the foregoing provisions rate of this Section 1.9 shall otherwise apply to currency exchange occurring after the time of any specified transaction so long as such Sectionsspecified transaction was permitted at the time incurred, including with respect to determining whether any Debt made, acquired, committed, entered or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sectionsdeclared as set forth in clause (i). For purposes of Section 6.15(a) and the Financial Covenant and testing the Total Net Leverage Ratiocalculation of compliance with any financial ratio for purposes of taking any action hereunder, on any relevant date of determination, amounts denominated in currencies other than Dollars shall be translated into Dollars at the applicable currency exchange rates rate used in preparing the most recently financial statements delivered pursuant to Sections 5.01(a) or (b) (or, prior to the first such delivery, the financial statements referred to in Section 6.23.04), as applicable, for the relevant Test Period and will, with respect to any Indebtedness, reflect the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar equivalent amount of such Indebtedness; provided that the amount of any Indebtedness that is subject to a Debt FX Hedge shall be determined in accordance with the definition of “Consolidated Total Debt”. Notwithstanding the foregoing or anything to the contrary herein, to the extent that the Borrower would not be in compliance with Section 6.15(a) if any Indebtedness denominated in a currency other than Dollars were to be translated into Dollars on the basis of the applicable currency exchange rate used in preparing the financial statements delivered pursuant to Section 5.01(a) or (b), as applicable, for the relevant Test Period, but would be in compliance with Section 6.15(a) if such Indebtedness that is denominated in a currency other than in Dollars were instead translated into Dollars on the basis of the average relevant currency exchange rates over such Test Period (taking into account the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar equivalent amount of such Indebtedness), then, solely for purposes of compliance with Section 6.15(a), the First Lien Leverage Ratio as of the last day of such Test Period shall be calculated on the basis of such average relevant currency exchange rates; provided that the amount of any Indebtedness that is subject to a Debt FX Hedge shall be determined in accordance with the definition of “Consolidated Total Debt”. (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Borrower’s consent to appropriately reflect a change in currency of any country and any relevant market convention or practice relating to such change in currency.

Currency Equivalents Generally. (a) Any amount specified in this Agreement (other than in Articles II, IX and X or as set forth in clause (b) of this Section 1.08) or any of the other Loan Documents to be in Dollars shall also include Dollar Equivalent of such amount in any currency other than Dollars. The Administrative Agent shall determine the Spot Rate as of relevant date of determination to be used for calculating Dollar Equivalent amounts. Such Spot Rate shall become effective as of such relevant date of determination and shall be the Spot Rate employed in converting any amounts between the Dollars any currency other than Dollars until the next relevant date of determination occurs. Except for purposes of financial statements delivered by Loan Parties hereunder or calculating financial ratios hereunder or except as otherwise provided herein, the applicable amount of any currency (other than Dollars) for purposes of the Loan Documents shall be such Dollar Equivalent amount as determined by the Administrative Agent in accordance with this Agreement.; provided that if any basket is exceeded solely as a result of fluctuations in applicable currency exchange rates after the last time such basket was utilized, such basket will not be deemed to have been exceeded solely as a result of such fluctuations in currency exchange rates. (b) For purposes of any determination under any provision of this Agreement requiring determining the use of a current exchange rateConsolidated First Lien Net Leverage Ratio, all Consolidated Secured Net Leverage Ratio, Consolidated Total Net Leverage Ratio and the Consolidated Interest Coverage Ratio, amounts incurred or proposed to be incurred in currencies other than Dollars shall be translated into Dollars at currency exchange rates then in effect on the date of such determination; provided, however, that (x) for purposes of determining compliance with respect to the amount of any Debt, Investment, Disposition, Distribution or payment of Junior Debt denominated in a currency other than Dollars, no Default or Event of Default shall Dollars will be deemed converted to have occurred solely as a result of changes in rates of exchange occurring after Dollars for the time such Debt or Investment is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on calculating the incurrence of Debt, if such Debt is incurred to Refinance other Debt denominated in a foreign currency, and such Refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt does not exceed the principal amount of such Debt being Refinanced, except by an amount equal to the accrued interest and premium thereon plus other amounts paid and fees and expenses incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and (z) for the avoidance of doubt, the foregoing provisions of this Section 1.9 shall otherwise apply to such Sections, including with respect to determining whether any Debt or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sections. For purposes of the Financial Covenant and testing the Total Consolidated First Lien Net Leverage Ratio, amounts in currencies other than Dollars shall be translated into Dollars Consolidated Secured Net Leverage Ratio, Consolidated Total Net Leverage Ratio and the Consolidated Interest Coverage Ratio, at the applicable Exchange Rate as of the date of calculation, and will, in the case of Indebtedness, Consolidated Funded First Lien Indebtedness, Consolidated Funded Indebtedness and Consolidated Funded Secured Indebtedness, be the weighted average exchange rates used for determining Consolidated EBITDA for the relevant period; provided that if any Group Party has entered into any currency Swap Contracts in preparing respect of any borrowings, the most recently delivered Section 6.2currency and amount of such borrowings shall be determined by first taking into account the effects of that currency Swap Contract. (c) The Administrative Agent does not warrant, nor accept responsibility, nor shall the Administrative Agent have any liability with respect to the administration, submission or any other matter related to the rates in the definition of “Daily Simple SOFR”, “SOFR”, “Term SOFR” or with respect to any comparable or successor rate thereto.

Currency Equivalents Generally. (a) With respect to amounts denominated in currencies other than Dollars: (i) For purposes of any determination under any provision of this Agreement requiring the use of a current exchange rateArticle 1, all amounts incurred or proposed to be incurred in currencies Article 5, Article 6 (other than Dollars shall be translated into Dollars at currency exchange rates then in effect on Section 6.13(a) and the date calculation of such determination; provided, however, that (x) compliance with any financial ratio for purposes of determining compliance taking any action hereunder) or Article 7 with respect to the amount of any DebtIndebtedness, Lien, Restricted Payment, Restricted Debt Payment, Investment, Disposition, Distribution Affiliate transaction or payment other transaction, event or circumstance, or any determination under any other provision of Junior Debt this Agreement (any of the foregoing, a “specified transaction”), in a currency other than Dollars, no Default or Event the Dollar Equivalent amount of Default a specified transaction in a currency other than Dollars shall be deemed to have occurred solely as a result of changes determined by the Borrower in rates of exchange occurring after the time such Debt or Investment good faith; provided, that (A) if any Indebtedness is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of Debtand, if such Debt is incurred applicable, associated Lien granted) to Refinance refinance or replace other Debt Indebtedness denominated in a foreign currencycurrency other than Dollars, and such Refinancing the relevant refinancing or replacement would cause the applicable Dollar-Dollar- denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect Dollar Equivalent thereof were determined on the date of such Refinancingrefinancing or replacement, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing or replacement Indebtedness (and, if applicable, associated Lien granted) does not exceed an amount sufficient to repay the principal amount of such Debt Indebtedness being Refinancedrefinanced or replaced, except by an amount equal to the (x) unpaid accrued interest interest, penalties and premium premiums (including tender premiums) thereon plus other amounts paid reasonable and customary fees and expenses (including upfront fees and original issue discount) incurred in connection with such Refinancing plus an amount equal to refinancing or replacement and the Indebtedness being refinanced or replaced, (y) any existing commitment commitments unutilized and letters of credit undrawn thereunder and (z) additional amounts permitted to be incurred under Section 6.01, and (B) for the avoidance of doubt, no Default or Event of Default shall occur or be deemed to have occurred solely as a result of a change in the foregoing provisions rate of this Section 1.9 shall otherwise apply to currency exchange occurring after the time of any specified transaction so long as such Sectionsspecified transaction was permitted at the time incurred, including with respect to determining whether any Debt made, acquired, committed, entered or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sections. declared as set forth above. (ii) For purposes of Section 6.13(a) and the Financial Covenant and testing the Total Net Leverage Ratiocalculation of compliance with any financial ratio for purposes of taking any action hereunder, on any relevant date of determination, amounts denominated in currencies other than Dollars shall be translated into Dollars at the applicable rate of currency exchange rates used in preparing the most recently financial statements delivered pursuant to Sections 5.01(a) or (b) (or, prior to the first such delivery, the financial statements referred to in Section 6.23.04), as applicable, for the relevant Test Period and will, with respect to any Indebtedness, reflect the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar Equivalent amount of such Indebtedness. Notwithstanding the foregoing or anything to the contrary herein, to the extent that the Borrower would not be in compliance with Section 6.13(a) if any Indebtedness denominated in a currency other than Dollars were to be translated into Dollars on the basis of the applicable rate of currency exchange used in preparing the financial statements for the relevant Test Period, but would be in compliance with Section 6.13(a) if such Indebtedness that is denominated in a currency other than in Dollars were instead translated into Dollars on the basis of the average relevant rate of currency exchange over such Test Period (taking into account the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar Equivalent amount of such Indebtedness), then, solely for purposes of compliance with Section 6.13(a), the Total Debt to Total Assets Ratio as of the last day of such Test Period shall be calculated on the basis of such average relevant rate of currency exchange. (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as agreed by the Administrative Agent and the Borrower to appropriately reflect a change in currency of any country and any relevant market convention or practice relating to such change in currency.

Currency Equivalents Generally. (a) For purposes of any determination under any provision of this Agreement requiring the use of a current exchange rateArticle 5, all amounts incurred or proposed to be incurred in currencies Article 6 (other than Dollars shall be translated into Dollars at currency exchange rates then in effect on Section 6.15(a) and the date calculation of such determination; provided, however, that (x) compliance with any financial ratio for purposes of determining compliance taking any action hereunder) or Article 7 with respect to the amount of any DebtIndebtedness, Lien, Restricted Payment, Restricted Debt Payment, Investment, Disposition, Distribution Sale and Lease-Back Transaction, Affiliate transaction or payment other transaction, event or circumstance, or any determination under any other provision of Junior Debt this Agreement, (any of the foregoing, a “specified transaction”), in a currency other than Dollars, no Default (i) the Dollar equivalent amount of a specified transaction in a currency other than Dollars shall be calculated based on the rate of exchange quoted by the Bloomberg Foreign Exchange Rates & World Currencies Page (or Event any successor page thereto, or in the event such rate does not appear on any Bloomberg Page, by reference to such other publicly available service for displaying exchange rates as may be agreed upon by the Administrative Agent and the Borrower) for such foreign currency, as in effect at 11:00 a.m. (London time) on the date of Default such specified transaction (which, in the case of any Restricted Payment, shall be deemed to have occurred solely as a result be the date of changes the declaration thereof and, in rates the case of exchange occurring after the time such Debt or Investment is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, shall be deemed to be on the date first committed); provided, that if any Indebtedness is incurred (and, if such Debt is incurred applicable, associated Lien granted) to Refinance refinance or replace other Debt Indebtedness denominated in a foreign currencycurrency other than Dollars, and such Refinancing the relevant refinancing or replacement would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancingrefinancing or replacement, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing or replacement Indebtedness (and, if applicable, associated Lien granted) does not exceed an amount sufficient to repay the principal amount of such Debt Indebtedness being Refinancedrefinanced or replaced, except by an amount equal to the (x) unpaid accrued interest and premium premiums (including tender premiums) thereon plus other amounts paid reasonable and customary fees and expenses (including upfront fees and original issue discount) incurred in connection with such Refinancing plus an amount equal to refinancing or replacement, (y) any existing commitment commitments unutilized and letters of credit undrawn thereunder and (z) additional amounts permitted to be incurred under Section 6.01 and (ii) for the avoidance of doubt, no Default or Event of Default shall be deemed to have occurred solely as a result of a change in the foregoing provisions rate of this Section 1.9 shall otherwise apply to currency exchange occurring after the time of any specified transaction so long as such Sectionsspecified transaction was permitted at the time incurred, including with respect to determining whether any Debt made, acquired, committed, entered or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sectionsdeclared as set forth in clause (i). For purposes of Section 6.15(a) and the Financial Covenant and testing the Total Net Leverage Ratiocalculation of compliance with any financial ratio for purposes of taking any action hereunder, on any relevant date of determination, amounts denominated in currencies other than Dollars shall be translated into Dollars at the applicable currency exchange rates rate used in preparing the most recently financial statements delivered pursuant to Sections 5.01(a) or (b) (or, prior to the first such delivery, the financial statements referred to in Section 6.23.04), as applicable, for the relevant Test Period and will, with respect to any Indebtedness, reflect the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar equivalent amount of such Indebtedness. Notwithstanding the foregoing or anything to the contrary herein, to the extent that the Borrower would not be in compliance with Section 6.15(a) if any Indebtedness denominated in a currency other than Dollars were to be translated into Dollars on the basis of the applicable currency exchange rate used in preparing the financial statements delivered pursuant to Section 5.01(a) or (b), as applicable, for the relevant Test Period, but would be in compliance with Section 6.15(a) if such Indebtedness that is denominated in a currency other than in Dollars were instead translated into Dollars on the basis of the average relevant currency exchange rates over such Test Period (taking into account the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar equivalent amount of such Indebtedness), then, solely for purposes of compliance with Section 6.15(a), the Total Leverage Ratio as of the last day of such Test Period shall be calculated on the basis of such average relevant currency exchange rates. (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Borrower’s consent to appropriately reflect a change in currency of any country and any relevant market convention or practice relating to such change in currency.

Currency Equivalents Generally. (a) For purposes of any determination under any provision of this Agreement requiring the use of a current exchange rateSection 2.19, all amounts incurred Article 5, or proposed to be incurred in currencies other than Dollars shall be translated into Dollars at currency exchange rates then in effect on the date of such determination; provided, however, that (x) for purposes of determining compliance Article 6 with respect to the amount of any DebtIndebtedness, Lien, Restricted Payment, Restricted Debt Payment, Investment, Disposition, Distribution Sale and Lease-Back Transaction, affiliate transaction or payment other transaction, event or circumstance, or any determination under any other provision of Junior Debt this Agreement (any of the foregoing, a “specified transaction”), in a currency other than Dollars, no Default (i) the Dollar equivalent amount of a specified transaction in a currency other than Dollars shall be calculated based on the rate of exchange quoted by the Bloomberg Foreign Exchange Rates & World Currencies Page (or Event any successor page thereto, or in the event such rate does not appear on any Bloomberg Page, by reference to such other publicly available service for displaying exchange rates as may be agreed upon by the Administrative Agent and the Borrower) for such foreign currency, as in effect at 11:00 a.m. (London time) on the date of Default such specified transaction (which, in the case of any Restricted Payment, shall be deemed to have occurred solely as a result be the date of changes the declaration thereof and, in rates the case of exchange occurring after the time such Debt or Investment is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, shall be deemed to be on the date first committed); provided, that if any Indebtedness is incurred (and, if such Debt is incurred applicable, associated Lien granted) to Refinance refinance or replace other Debt Indebtedness denominated in a foreign currencycurrency other than Dollars, and such Refinancing the relevant refinancing or replacement would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancingrefinancing or replacement, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing or replacement Indebtedness (and, if applicable, associated Lien granted) does not exceed an amount sufficient to repay the principal amount of such Debt Indebtedness being Refinancedrefinanced or replaced, except by an amount equal to the (x) unpaid accrued interest and premium premiums (including tender premiums) thereon plus other amounts paid reasonable and customary fees and expenses (including upfront fees and original issue discount) incurred in connection with such Refinancing plus an amount equal to refinancing or replacement, (y) any existing commitment commitments unutilized and letters of credit undrawn thereunder and (z) additional amounts permitted to be incurred under Section 6.01 (it being understood that amounts utilized under this clause (z) shall be deemed a utilization of the applicable Basket to Section 6.01) and (ii) for the avoidance of doubt, no Default or Event of Default shall be deemed to have occurred solely as a result of a change in the foregoing provisions rate of this Section 1.9 shall otherwise apply to currency exchange occurring after the time of any specified transaction so long as such Sectionsspecified transaction was permitted at the time incurred, including with respect to determining whether any Debt made, acquired, committed, entered or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sectionsdeclared as set forth in clause (i). For purposes the calculation of the Financial Covenant and testing the Total Net Leverage Ratiocompliance with any financial ratio for purposes of taking any action hereunder, on any relevant date of determination, amounts denominated in currencies other than Dollars shall be translated into Dollars at the applicable currency exchange rates rate used in preparing the most recently financial statements delivered pursuant to Section 6.25.01(a) or (b) (or, prior to the first such delivery, the financial statements referred to in Section 3.04), as applicable, for the relevant Test Period and will, with respect to any Indebtedness, reflect the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar equivalent amount of such Indebtedness. (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Borrower’s consent to appropriately reflect a change in currency of any country and any relevant market convention or practice relating to such change in currency.

Currency Equivalents Generally. (a) For purposes of any determination under any provision of this Agreement requiring the use of a current exchange rateArticle 5, all amounts incurred or proposed to be incurred in currencies Article 6 (other than Dollars shall be translated into Dollars at currency exchange rates then in effect on the date calculation of such determination; provided, however, that (x) compliance with any financial ratio for purposes of determining compliance taking any action hereunder) or Article 7 with respect to the amount of any DebtIndebtedness, Lien, Restricted Payment, Restricted Debt Payment, Investment, Disposition, Distribution Sale and Lease-Back Transaction, affiliate transaction or payment other transaction, event or circumstance, or any determination under any other provision of Junior Debt this Agreement, (any of the foregoing, a “specified transaction”), in a currency other than Dollars, no Default (i) the Dollar equivalent amount of a specified transaction in a currency other than Dollars shall be calculated based on the rate of exchange quoted by the Bloomberg Foreign Exchange Rates & World Currencies Page (or Event any successor page thereto, or in the event such rate does not appear on any Bloomberg Page, by reference to such other publicly available service for displaying exchange rates as may be agreed upon by the Administrative Agent and the Top Borrower) for such foreign currency, as in effect at 11:00 a.m. (London time) on the date of Default such specified transaction (which, in the case of any Restricted Payment, shall be deemed to have occurred solely as a result be the date of changes the declaration thereof and, in rates the case of exchange occurring after the time such Debt or Investment is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, shall be deemed to be on the date first committed); provided, that if any Indebtedness is incurred (and, if such Debt is incurred applicable, associated Lien granted) to Refinance refinance or replace other Debt Indebtedness denominated in a foreign currencycurrency other than Dollars, and such Refinancing the relevant refinancing or replacement would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancingrefinancing or replacement, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing or replacement Indebtedness (and, if applicable, associated Lien granted) does not exceed an amount sufficient to repay the principal amount of such Debt Indebtedness being Refinancedrefinanced or replaced, except by an amount equal to the (x) unpaid accrued interest and premium premiums (including tender premiums) thereon plus other amounts paid reasonable and customary fees and expenses (including upfront fees and original issue discount) incurred in connection with such Refinancing plus an amount equal to refinancing or replacement, (y) any existing commitment commitments unutilized and letters of credit undrawn thereunder and (z) additional amounts permitted to be incurred under Section 6.01 and (ii) for the avoidance of doubt, no Default or Event of Default shall be deemed to have occurred solely as a result of a change in the foregoing provisions rate of this Section 1.9 shall otherwise apply to currency exchange occurring after the time of any specified transaction so long as such Sectionsspecified transaction was permitted at the time incurred, including with respect to determining whether any Debt made, acquired, committed, entered or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sectionsdeclared as set forth in clause (i). For purposes of the Financial Covenant and testing the Total Net Leverage Ratiocalculation of compliance with any financial ratio for purposes of taking any action hereunder, on any relevant date of determination, amounts denominated in currencies other than Dollars shall be translated into Dollars at the applicable currency exchange rates rate used in preparing the most recently financial statements delivered pursuant to Sections 5.01(a) or (b) (or, prior to the first such delivery, the financial statements referred to in Section 6.23.04), as applicable, for the relevant Test Period and will, with respect to any Indebtedness, reflect the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar equivalent amount of such Indebtedness. (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Top Borrower’s consent to appropriately reflect a change in currency of any country and any relevant market convention or practice relating to such change in currency.

Currency Equivalents Generally. (a) For purposes of any determination under any provision of this Agreement requiring the use of a current exchange rateArticle 5, all amounts incurred or proposed to be incurred in currencies Article 6 (other than Dollars shall be translated into Dollars at currency exchange rates then in effect on Section 6.13(a) and the date calculation of such determination; provided, however, that (x) compliance with any financial ratio for purposes of determining compliance taking any action hereunder) or Article 7 with respect to the amount of any DebtIndebtedness, Lien, Restricted Payment, Restricted Debt Payment, Investment, Disposition, Distribution Sale and Lease-Back Transaction, affiliate transaction or payment other transaction, event or circumstance, or any determination under any other provision of Junior Debt this Agreement, (any of the foregoing, a “specified transaction”), in a currency other than Dollars, no Default (i) the Dollar equivalent amount of a specified transaction in a currency other than Dollars shall be calculated based on the rate of exchange quoted by the Bloomberg Foreign Exchange Rates & World Currencies Page (or Event any successor page thereto, or in the event such rate does not appear on any Bloomberg Page, by reference to such other publicly available service for displaying exchange rates as may be agreed upon by the Administrative Agent and the Borrower) for such foreign currency, as in effect at 11:00 a.m. (London time) on the date of Default such specified transaction (which, in the case of any Restricted Payment, shall be deemed to have occurred solely as a result be the date of changes the declaration thereof and, in rates the case of exchange occurring after the time such Debt or Investment is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, shall be deemed to be on the date first committed); provided, that if any Indebtedness is incurred (and, if such Debt is incurred applicable, associated Lien granted) to Refinance refinance or replace other Debt Indebtedness denominated in a foreign currencycurrency other than Dollars, and such Refinancing the relevant refinancing or replacement would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancingrefinancing or replacement, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing or replacement Indebtedness (and, if applicable, associated Lien granted) does not exceed an amount sufficient to repay the principal amount of such Debt Indebtedness being Refinancedrefinanced or replaced, except by an amount equal to the (x) unpaid accrued interest and premium premiums (including tender premiums) thereon plus other amounts paid reasonable and customary fees and expenses (including upfront fees and original issue discount) incurred in connection with such Refinancing plus an amount equal to refinancing or replacement, (y) any existing commitment unutilized and letters of credit undrawn thereunder and (z) additional amounts permitted to be incurred under Section 6.01 and (ii) for the avoidance of doubt, no Default or Event of Default shall be deemed to have occurred solely as a result of a change in the foregoing provisions rate of this Section 1.9 shall otherwise apply to currency exchange occurring after the time of any specified transaction so long as such Sectionsspecified transaction was permitted at the time incurred, including with respect to determining whether any Debt made, acquired, committed, entered or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sectionsdeclared as set forth in clause (i). For purposes of Section 6.13(a) and the Financial Covenant and testing the Total Net Leverage Ratiocalculation of compliance with any financial ratio for purposes of taking any action hereunder, on any relevant date of determination, amounts denominated in currencies other than Dollars shall be translated into Dollars at the applicable currency exchange rates rate used in preparing the most recently financial statements delivered pursuant to Sections 5.01(a) or (b) (or, prior to the first such delivery, the financial statements referred to in Section 6.23.04), as applicable, for the relevant Test Period and will, with respect to any Indebtedness, reflect the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar equivalent amount of such Indebtedness; provided that the amount of any Indebtedness that is subject to a Debt FX Hedge shall be determined in accordance with the definition of “Consolidated Total Debt”. Notwithstanding the foregoing or anything to the contrary herein, to the extent that the Borrower would not be in compliance with Section 6.13(a) if any Indebtedness denominated in a currency other than Dollars were to be translated into Dollars on the basis of the applicable currency exchange rate used in preparing the financial statements delivered pursuant to Section 5.01(a) or (b), as applicable, for the relevant Test Period, but would be in compliance with Section 6.13(a) if such Indebtedness that is denominated in a currency other than in Dollars were instead translated into Dollars on the basis of the average relevant currency exchange rates over such Test Period (taking into account the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar equivalent amount of such Indebtedness), then, solely for purposes of compliance with Section 6.13(a), the First Lien Leverage Ratio as of the last day of such Test Period shall be calculated on the basis of such average relevant currency exchange rates; provided that the amount of any Indebtedness that is subject to a Debt FX Hedge shall be determined in accordance with the definition of “Consolidated Total Debt”. (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Borrower’s consent to appropriately reflect a change in currency of any country and any relevant market convention or practice relating to such change in currency.

Currency Equivalents Generally. (a) For purposes of any determination under Section 6, Section 7 (other than Section 7.09) or Section 8 or any determination under any other provision of this Agreement requiring the use of a current exchange rate, all amounts incurred incurred, outstanding or proposed to be incurred or outstanding in currencies other than Dollars shall be translated into Dollars at currency exchange rates the Exchange Rate then in effect on the date of such determination; provided, however, that (x) for purposes of determining compliance with Section 7 with respect to the amount of any DebtIndebtedness, Investment, Disposition, Distribution Restricted Payment or payment of Junior Debt under Section 7.08 in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt Indebtedness or Investment is incurred Incurred or Disposition, Distribution of Restricted Payment or payment of Junior Debt under Section 7.08 is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence Incurrence of DebtIndebtedness, if such Debt Indebtedness is incurred Incurred to Refinance refinance other Debt Indebtedness denominated in a foreign currency, and such Refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate Exchange Rate in effect on the date of such Refinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinanced Indebtedness does not exceed the principal amount of such Debt Indebtedness being Refinanced, Refinanced except by an amount equal to the unpaid accrued interest and premium thereon plus other reasonable amounts paid paid, and fees and expenses incurred reasonably Incurred, in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and (z) for the avoidance of doubt, the foregoing provisions of this Section 1.9 1.08 shall otherwise apply to such Sections, including with respect to determining whether any Debt Indebtedness or Investment may be incurred Incurred or Disposition, Distribution Restricted Payment or payment of Junior Debt under Section 7.08 may be made at any time under such Sections. For purposes of the Financial Covenant and testing the Total Net Leverage RatioSection 7.09, amounts in currencies other than Dollars shall be translated into Dollars at the applicable exchange rates Exchange Rates used in preparing the most recently delivered Section 6.26.01 Financials on or prior to such date. (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Borrower’s consent (such consent not to be unreasonably withheld) to appropriately reflect a change in currency of any country and any relevant market conventions or practices relating to such change in currency. (c) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Borrower’s consent (such consent not to be unreasonably withheld) to appropriately reflect a change in currency of any country and any relevant market conventions or practices relating to such change in currency.

Currency Equivalents Generally. (a) For Notwithstanding anything to the contrary in clause (b) below, for purposes of any determination under any provision of this Agreement requiring the use of a current exchange rateArticle 5, all amounts incurred or proposed to be incurred in currencies Article 6 (other than Dollars shall be translated into Dollars at currency exchange rates then in effect on Section 6.15 and the date calculation of such determination; provided, however, that (x) compliance with any financial ratio for purposes of determining compliance taking any action hereunder) or Article 7 with respect to the amount of any DebtIndebtedness, Lien, Restricted Payment, Restricted Debt Payment, Investment, Disposition, Distribution Sale and Lease-Back Transaction, affiliate transaction or payment other transaction, event or circumstance, or any determination under any other provision of Junior Debt this Agreement (any of the foregoing, a “relevant transaction”), in a currency other than Dollars, no Default or Event (i) the Dollar equivalent amount of Default a relevant transaction in a currency other than Dollars shall be deemed to have occurred solely as a result of changes in rates calculated based on the rate of exchange occurring after quoted by the time Bloomberg Foreign Exchange Rates & World Currencies Page (or any successor page thereto, or in the event such rate does not appear on any Bloomberg Page, by reference to such other publicly available service for displaying exchange rates as may be agreed upon by the Administrative Agent and the Parent) for such foreign currency, as in effect at 11:00 a.m. (London time) on the date of such relevant transaction (which, in the case of any Restricted Payment, Restricted Debt Payment, Investment, Disposition or Investment incurrence of Indebtedness, shall be determined as set forth in Section 1.04(e)); provided, that if any Indebtedness is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of Debtand, if such Debt is incurred applicable, associated Lien granted) to Refinance refinance or replace other Debt Indebtedness denominated in a foreign currencycurrency other than Dollars, and such Refinancing the relevant refinancing or replacement would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancingrefinancing or replacement, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing or replacement Indebtedness (and, if applicable, associated Lien granted) does not exceed an amount sufficient to repay the principal amount of such Debt Indebtedness being Refinancedrefinanced or replaced, except by an amount equal to the (x) unpaid accrued interest interest, penalties and premium premiums (including tender premiums) thereon plus underwriting discounts and other amounts paid and fees customary fees, commissions and expenses (including upfront fees, original issue discount or initial yield payment) incurred in connection with such Refinancing plus an amount equal to refinancing or replacement, (y) any existing commitment commitments unutilized and letters of credit undrawn thereunder and (z) additional amounts permitted to be incurred under Section 6.01 and (ii) for the avoidance of doubt, no Default or Event of Default shall be deemed to have occurred solely as a result of a change in the foregoing provisions rate of this Section 1.9 shall otherwise apply to currency exchange occurring after the time of any relevant transaction so long as such Sectionsrelevant transaction was permitted at the time incurred, including with respect to determining whether any Debt made, acquired, committed, entered or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sectionsdeclared as set forth in clause (i). For purposes of Section 6.15 and the Financial Covenant and testing calculation of compliance with any financial ratio for purposes of taking any action hereunder (including for purposes of calculating compliance with the Total Net Leverage RatioIncremental Cap) on any relevant date of determination, amounts denominated in currencies other than Dollars shall be translated into Dollars at the applicable currency exchange rates rate used in preparing the most recently financial statements delivered pursuant to Sections 5.01(a) or (b) (or, prior to the first such delivery, the financial statements referred to in Section 6.23.04), as applicable, for the relevant Test Period. Notwithstanding the foregoing or anything to the contrary herein, to the extent that the Parent would not be in compliance with Section 6.15 if any Indebtedness denominated in a currency other than Dollars were to be translated into Dollars on the basis of the applicable currency exchange rate used in preparing the financial statements delivered pursuant to Section 5.01(a) or (b), as applicable, for the relevant Test Period, but would be in compliance with Section 6.15 if such Indebtedness that is denominated in a currency other than in Dollars were instead translated into Dollars on the basis of the average relevant currency exchange rates over such Test Period (taking into account the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar equivalent amount of such Indebtedness), then, solely for purposes of compliance with Section 6.15, the First Lien Leverage Ratio as of the last day of such Test Period shall be calculated on the basis of such average relevant currency exchange rates. (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Parent’s consent to appropriately reflect a change in currency of any country and any relevant market convention or practice relating to such change in currency. (c) The Administrative Agent shall determine the Spot Rate as of each Revaluation Date to be used for calculating the Dollar Equivalent amount of any Revolving Loan and/or Letter of Credit that is denominated in any Alternate Currency. The Spot Rate shall become effective as of such Revaluation Date and shall be the Spot Rate employed in converting any amount between any Alternate Currency and Dollars until the next occurring Revaluation Date.

Currency Equivalents Generally. (a) For purposes of any determination under any provision of this Agreement requiring the use of a current exchange rate‎Article 5, all amounts incurred or proposed to be incurred in currencies Article 6 (other than Dollars shall be translated into Dollars at currency exchange rates then in effect on ‎Section 6.15 and the date calculation of such determination; provided, however, that (x) compliance with any financial ratio for purposes of determining compliance taking any action hereunder) or ‎Article 7 with respect to the amount of any DebtIndebtedness, Lien, Restricted Payment, Restricted Debt Payment, Investment, Disposition, Distribution Sale and Lease-Back Transaction, affiliate transaction or payment other transaction, event or circumstance, or any determination under any other provision of Junior Debt this Agreement (any of the foregoing, a “relevant transaction”), in a currency other than Dollars, no Default or Event (i) the Dollar equivalent amount of Default a relevant transaction in a currency other than Dollars shall be deemed to have occurred solely as a result of changes in rates calculated based on the rate of exchange occurring after quoted by the time Bloomberg Foreign Exchange Rates & World Currencies Page (or any successor page thereto, or in the event such rate does not appear on any Bloomberg Page, by reference to such other publicly available service for displaying exchange rates as may be agreed upon by the Administrative Agent and the Parent Borrower) for such foreign currency, as in effect at 11:00 a.m. (London time) on the date of such relevant transaction (which, in the case of any Restricted Payment, Restricted Debt Payment, Investment, Disposition or Investment incurrence of Indebtedness, shall be determined as set forth in ‎Section 1.04(e)); provided, that if any Indebtedness is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of Debtand, if such Debt is incurred applicable, associated Lien granted) to Refinance refinance or replace other Debt Indebtedness denominated in a foreign currencycurrency other than Dollars, and such Refinancing the relevant refinancing or replacement would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancingrefinancing or replacement, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing or replacement Indebtedness (and, if applicable, associated Lien granted) does not exceed an amount sufficient to repay the principal amount of such Debt Indebtedness being Refinancedrefinanced or replaced, except by an amount equal to the (x) unpaid accrued interest interest, penalties and premium premiums (including tender premiums) thereon plus underwriting discounts and other amounts paid and fees customary fees, commissions and expenses (including upfront fees, original issue discount or initial yield payment) incurred in connection with such Refinancing plus an amount equal to refinancing or replacement, (y) any existing commitment commitments unutilized and letters of credit undrawn thereunder and (z) additional amounts permitted to be incurred under ‎Section 6.01 and (ii) for the avoidance of doubt, no Default or Event of Default shall be deemed to have occurred solely as a result of a change in the foregoing provisions rate of this Section 1.9 shall otherwise apply to currency exchange occurring after the time of any relevant transaction so long as such Sectionsrelevant transaction was permitted at the time incurred, including with respect to determining whether any Debt made, acquired, committed, entered or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sectionsdeclared as set forth in clause ‎(i). For purposes of ‎Section 6.15 and the Financial Covenant and testing calculation of compliance with any financial ratio for purposes of taking any action hereunder (including for purposes of calculating availability under the Total Net Leverage RatioIncremental Cap) on any relevant date of determination, amounts denominated in currencies other than Dollars shall be translated into Dollars at the applicable currency exchange rates rate used in preparing the most recently financial statements delivered Section 6.2pursuant to Sections ‎5.01(a) or ‎(b) (or, prior to the first such delivery, the financial statements referred to in ‎Section 3.04), as applicable, for the relevant Test Period. Notwithstanding the foregoing or anything to the contrary herein, to the extent that the Parent Borrower would not be in compliance with ‎Section 6.15(a) if any Indebtedness denominated in a currency other than Dollars were to be translated into Dollars on the basis of the applicable currency exchange rate used in preparing the financial statements delivered pursuant to ‎Section 5.01(a) or ‎(b), as applicable, for the relevant Test Period, but would be in compliance with ‎Section 6.15(a) if such Indebtedness that is denominated in a currency other than in Dollars were instead translated into Dollars on the basis of the average relevant currency exchange rates over such Test Period (taking into account the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar equivalent amount of such Indebtedness), then, solely for purposes of compliance with ‎Section 6.15(a), the First Lien Leverage Ratio as of the last day of such Test Period shall be calculated on the basis of such average relevant currency exchange rates. (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Parent Borrower’s consent to appropriately reflect a change in currency of any country and any relevant market convention or practice relating to such change in currency.

Currency Equivalents Generally. (a) For purposes of any determination under Xxxxxxx 0, Xxxxxxx 00 (xxxxx than Section 10.11) or Section 11 or any determination under any other provision of this Agreement requiring the use of a current exchange rate, all amounts incurred incurred, outstanding or proposed to be incurred or outstanding in currencies other than Dollars shall be translated into Dollars at currency exchange rates the Exchange Rate then in effect on the date of such determination; provided, however, that (w) the Administrative Agent shall determine the Exchange Rate as of each Revaluation Date to be used for calculating Dollar Equivalent amounts of Alternate Currency Letters of Credit (such Exchange Rate shall become effective as of such Revaluation Date and shall be the Exchange Rate employed in converting any amounts between Dollars and each Alternate Currency until the next Revaluation Date to occur), (x) for purposes of determining compliance with Section 10 with respect to the amount of any DebtIndebtedness, Investment, Disposition, Distribution Restricted Payment or payment of Junior Debt under Section 10.7 in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt Indebtedness or Investment is incurred or Disposition, Distribution of Restricted Payment or payment of Junior Debt under Section 10.7 is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, if such Debt Indebtedness is incurred to Refinance other Debt Indebtedness denominated in a foreign currency, and such Refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt Indebtedness does not exceed the principal amount of such Debt Indebtedness being Refinanced, except by an amount equal to the accrued interest and premium thereon plus other amounts paid and fees and expenses incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder Refinanced and (z) for the avoidance of doubt, the foregoing provisions of this Section 1.9 1.8 shall otherwise apply to such Sections, including with respect to determining whether any Debt Indebtedness or Investment may be incurred or Disposition, Distribution Restricted Payment or payment of Junior Debt under Section 10.7 may be made at any time under such Sections. For purposes of the Financial Covenant and testing the Total Net Leverage RatioSection 10.11, amounts in currencies other than Dollars shall be translated into Dollars at the applicable exchange rates used in preparing the most recently delivered financial statements pursuant to Section 6.29.1(a) or (b). (b) Wherever in this Agreement in connection with an Alternate Currency Letter of Credit, an amount, such as a required minimum or multiple amount, is expressed in Dollars, such amount shall be the Dollar Equivalent of such Dollar amount (rounded to the nearest unit of such Alternate Currency, with 0.5 of a unit being rounded upward), as determined by the Administrative Agent. (c) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Borrower’s consent (such consent not to be unreasonably withheld) to appropriately reflect a change in currency of any country and any relevant market conventions or practices relating to such change in currency.

Currency Equivalents Generally. (a) For purposes The German Borrowing Base and the Maltese Borrowing Base, and the components thereof, shall be reported in U.S. Dollars based, in the case of any determination amounts payable or remitted other than in U.S. Dollars, on current exchange rates, as reasonably determined by the Borrowers. Subject to Section 1.03(a), for any other purpose under any provision of this Agreement requiring the use of a current exchange rate, including for purposes of any determination under Article VI, Article VII or Article VIII, all amounts incurred incurred, outstanding or proposed to be incurred or outstanding in currencies other than U.S. Dollars shall be translated into U.S. Dollars at currency exchange rates then in effect on the date of such determination; provided, however, that (xi) for purposes of determining compliance with Article VII with respect to the amount of any DebtIndebtedness, Investment, Disposition, Distribution Restricted Payment or payment of Junior Debt under Section 7.08 in a currency other than U.S. Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt Indebtedness or Investment is incurred Incurred or Disposition, Distribution of Restricted Payment or payment of Junior Debt under Section 7.08 is made, (yii) for purposes of determining compliance with any U.S. Dollar-denominated restriction on the incurrence of DebtIndebtedness, if such Debt Indebtedness is incurred Incurred to Refinance other Debt Indebtedness denominated in a foreign currency, and such Refinancing would cause the applicable Dollar-U.S. Dollar- denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancing, such U.S. Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinanced Indebtedness does not exceed the principal amount of such Debt Indebtedness being Refinanced, Refinanced except by an amount equal to the unpaid accrued interest and premium thereon plus other amounts paid paid, and fees and expenses incurred incurred, in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and (ziii) for the avoidance of doubt, the foregoing provisions of this Section 1.9 1.08 shall otherwise apply to such Sections, including with respect to determining whether any Debt Indebtedness or Investment may be incurred Incurred or Disposition, Distribution Restricted Payment or payment of Junior Debt under Section 7.08 may be made at any time under such Sections. For purposes . (b) Each provision of the Financial Covenant and testing the Total Net Leverage Ratio, amounts in currencies other than Dollars this Agreement shall be translated into Dollars at subject to such reasonable changes of construction as the applicable exchange rates used Administrative Agent may from time to time specify with Holdings’ and the Borrower Agent’s consent (such consent not to be unreasonably withheld) to appropriately reflect a change in preparing the most recently delivered Section 6.2currency of any country and any relevant market conventions or practices relating to such change in currency.

Currency Equivalents Generally. (a) For Notwithstanding anything to the contrary in clause (b) below, for purposes of any determination under any provision of this Agreement requiring the use of a current exchange rateArticle 5, all amounts incurred or proposed to be incurred in currencies Article 6 (other than Dollars shall be translated into Dollars at currency exchange rates then in effect on the date calculation of such determination; provided, however, that (x) compliance with any financial ratio for purposes of determining compliance taking any action hereunder) or Article 7 with respect to the amount of any DebtIndebtedness, Lien, Restricted Payment, Restricted Debt Payment, Investment, Disposition, Distribution Sale and Lease-Back Transaction, affiliate transaction or payment other transaction, event or circumstance, or any determination under any other provision of Junior Debt this Agreement, (any of the foregoing, a “specified transaction”), in a currency other than Dollars, no Default (i) the equivalent amount in Dollars of a specified transaction in a currency other than Dollars shall be calculated based on the rate of exchange quoted by the Bloomberg Foreign Exchange Rates & World Currencies Page (or Event any successor page thereto, or in the event such rate does not appear on any Bloomberg Page, by reference to such other publicly available service for displaying exchange rates as may be agreed upon by the Administrative Agent and the Borrower) for such foreign currency, as in effect at 11:00 a.m. (London time) on the date of Default such specified transaction (which, in the case of any Restricted Payment, shall be deemed to have occurred solely as a result be the date of changes the declaration thereof and, in rates the case of exchange occurring after the time such Debt or Investment is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, shall be deemed to be on the date first committed); provided, that if any Indebtedness is incurred (and, if such Debt is incurred applicable, associated Lien granted) to Refinance refinance or replace other Debt Indebtedness denominated in a foreign currencycurrency other than Dollars, and such Refinancing the relevant refinancing or replacement would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancingrefinancing or replacement, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing or replacement Indebtedness (and, if applicable, associated Lien granted) does not exceed an amount sufficient to repay the principal amount of such Debt Indebtedness being Refinancedrefinanced or replaced, except by an amount equal to the (x) unpaid accrued interest and premium premiums (including tender premiums) thereon plus other amounts paid reasonable and customary fees and expenses (including upfront fees and original issue discount) incurred in connection with such Refinancing plus an amount equal to refinancing or replacement, (y) any existing commitment commitments unutilized and letters of credit undrawn thereunder and (z) additional amounts permitted to be incurred under Section 6.01 and (ii) for the avoidance of doubt, no Default or Event of Default shall be deemed to have occurred solely as a result of a change in the foregoing provisions rate of this Section 1.9 shall otherwise apply to currency exchange occurring after the time of any specified transaction so long as such Sectionsspecified transaction was permitted at the time incurred, including with respect to determining whether any Debt made, acquired, committed, entered or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sectionsdeclared as set forth in clause (i). For purposes of the Financial Covenant and testing calculation of compliance with any financial ratio for purposes of taking any action hereunder (including for purposes of calculating compliance with the Total Net Leverage RatioIncremental Cap), on any relevant date of determination, amounts denominated in currencies other than Dollars shall be translated into Dollars at the applicable currency exchange rates rate used in preparing the most recently financial statements delivered pursuant to Sections 5.01(a) or (b) (or, prior to the first such delivery, the financial statements referred to in Section 6.23.04), as applicable, for the relevant Test Period; provided that the amount of any Indebtedness that is subject to a Debt FX Hedge shall be determined in accordance with the definition of “Consolidated Total Debt”. (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Borrower’s consent to appropriately reflect a change in currency of any country and any relevant market convention or practice relating to such change in currency.

Currency Equivalents Generally. (a) For purposes of any determination under any provision of this Agreement requiring the use of a current exchange rateArticle 5, all amounts incurred or proposed to be incurred in currencies Article 6 (other than Dollars shall be translated into Dollars at currency exchange rates then in effect on Section 6.14 and the date calculation of such determination; provided, however, that (x) compliance with any financial ratio for purposes of determining compliance taking any action hereunder) or Article 7 with respect to the amount of any DebtIndebtedness, Lien, Restricted Payment, Restricted Debt Payment, Investment, Disposition, Distribution Sale and Lease-Back Transaction, Affiliate transaction or payment other transaction, event or circumstance (any of Junior Debt the foregoing, a “specified transaction”) in a currency other than Dollars the Dollar equivalent amount of a specified transaction shall be calculated based on the rate of exchange quoted by the Bloomberg Foreign Exchange Rates & World Currencies Page (or any successor page thereto, or in the event such rate does not appear on any Bloomberg Page, by reference to such other publicly available service for displaying exchange rates as may be agreed upon by the Administrative Agent and the Borrower) for such foreign currency, as in effect at 11:00 a.m. (London time) on the date of such specified transaction (or, at the election of the Borrower, such other date as shall be applicable with respect to such specified transaction pursuant to Section 1.10(a)). Notwithstanding anything to the contrary set forth herein, (i) if any Indebtedness is incurred or assumed (and, if applicable, associated Lien granted) to refinance or replace other Indebtedness denominated in a currency other than Dollars, no Default and the relevant refinancing or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt or Investment is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of Debt, if such Debt is incurred to Refinance other Debt denominated in a foreign currency, and such Refinancing replacement would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancingrefinancing or replacement, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing or replacement Indebtedness (and, if applicable, associated Lien granted) does not exceed an amount sufficient to repay the principal amount of such Debt Indebtedness being Refinancedrefinanced or replaced, except by an amount equal to the (x) unpaid accrued interest and premium premiums (including tender premiums) thereon plus other amounts paid reasonable and customary fees and expenses (including upfront fees and original issue discount) incurred in connection with such Refinancing plus an amount equal to refinancing or replacement, (y) any existing commitment commitments unutilized and letters of credit undrawn thereunder and (z) additional amounts permitted to be incurred under Section 6.01 (or, if applicable, secured under Section 6.02) and (ii) for the avoidance of doubt, no Default or Event of Default shall be deemed to have occurred solely as a result of a change in the foregoing provisions rate of this Section 1.9 shall otherwise apply currency exchange occurring after the time of any specified transaction (or, if applicable, as of such other time as is applicable to such Sections, including with respect specified transaction pursuant to determining whether any Debt or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sectionsthe immediately preceding sentence). For purposes of Section 6.14 and the Financial Covenant and testing the Total Net Leverage Ratiocalculation of compliance with any financial ratio for purposes of taking any action hereunder, on any relevant date of determination, amounts denominated in currencies other than Dollars shall be translated into Dollars at the applicable currency exchange rates rate used by the Borrower in preparing the financial statements for the relevant Test Period and may, at the election of the Borrower, with respect to any Indebtedness, reflect the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar equivalent amount of such Indebtedness. Notwithstanding anything to the contrary set forth herein, to the extent that the Borrower would not be in compliance with Section 6.14(a) if any Indebtedness denominated in a currency other than Dollars were to be translated into Dollars on the basis of the applicable currency exchange rate used in preparing the most recently delivered financial statements for the relevant Test Period, but would be in compliance with Section 6.26.14(a) if such Indebtedness that is denominated in a currency other than in Dollars were instead translated into Dollars on the basis of the average relevant currency exchange rates over such Test Period (taking into account, at the election of the Borrower, the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar equivalent amount of such Indebtedness), then, solely for purposes of compliance with Section 6.14(a), the First Lien Net Leverage Ratio as of the last day of such Test Period shall be calculated on the basis of such average relevant currency exchange rates. (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Borrower’s consent to appropriately reflect a change in currency of any country and any relevant market convention or practice relating to such change in currency.

Currency Equivalents Generally. (a) For Notwithstanding anything to the contrary in clause (b) below, for purposes of any determination under any provision of this Agreement requiring the use of a current exchange rateArticle 5, all amounts incurred or proposed to be incurred in currencies Article 6 (other than Dollars shall be translated into Dollars at currency exchange rates then in effect on Section 6.13(a) and the date calculation of such determination; provided, however, that (x) compliance with any financial ratio for purposes of determining compliance taking any action hereunder) or Article 7 with respect to the amount of any DebtIndebtedness, Lien, Restricted Payment, Restricted Debt Payment, Investment, Disposition, Distribution Sale and Lease-Back Transaction, Affiliate transaction or payment other transaction, event or circumstance, or any determination under any other provision of Junior Debt this Agreement, (any of the foregoing, a “specified transaction”), in a currency other than Dollars, no Default (i) the equivalent amount in Dollars of a specified transaction in a currency other than Dollars shall be calculated based on the rate of exchange quoted by the Bloomberg Foreign Exchange Rates & World Currencies Page (or Event any successor page thereto, or in the event such rate does not appear on any Bloomberg Page, by reference to such other publicly available service for displaying exchange rates as may be agreed upon by the Administrative Agent and the Administrative Borrower) for such foreign currency, as in effect at 11:00 a.m. (London time) on the date of Default such specified transaction (which, in the case of any Restricted Payment, shall be deemed to have occurred solely as a result be the date of changes the declaration thereof and, in rates the case of exchange occurring after the time such Debt or Investment is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, shall be deemed to be on the date first committed); provided, that if any Indebtedness is incurred (and, if such Debt is incurred applicable, associated Lien granted) to Refinance refinance or replace other Debt Indebtedness denominated in a foreign currencycurrency other than Dollars, and such Refinancing the relevant refinancing or replacement would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancingrefinancing or replacement, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing or replacement Indebtedness (and, if applicable, associated Lien granted) does not exceed an amount sufficient to repay the principal amount of such Debt Indebtedness being Refinancedrefinanced or replaced, except by an amount equal to the (x) unpaid accrued interest and premium premiums (including tender premiums) thereon plus other amounts paid reasonable and customary fees and expenses (including upfront fees and original issue discount) incurred in connection with such Refinancing plus an amount equal to refinancing or replacement, (y) any existing commitment commitments unutilized and letters of credit undrawn thereunder and (z) additional amounts permitted to be incurred under Section 6.01 and (ii) for the avoidance of doubt, no Default or Event of Default shall be deemed to have occurred solely as a result of a change in the foregoing provisions rate of this Section 1.9 shall otherwise apply to currency exchange occurring after the time of any specified transaction so long as such Sectionsspecified transaction was permitted at the time incurred, including with respect to determining whether any Debt made, acquired, committed, entered or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sectionsdeclared as set forth in clause (i). For purposes of Section 6.13(a) and the Financial Covenant and testing calculation of compliance with any financial ratio for purposes of taking any action hereunder (including for purposes of calculating availability under the Total Net Leverage RatioIncremental Cap), on any relevant date of determination, amounts denominated in currencies other than Dollars shall be translated into Dollars at the applicable currency exchange rates rate used in preparing the most recently financial statements delivered pursuant to Sections 5.01(a) or (b) (or, prior to the first such delivery, the financial statements referred to in Section 6.23.04), as applicable, for the relevant Test Period; provided that the amount of any Indebtedness that is subject to a Debt FX Hedge shall be determined in accordance with the definition of “Consolidated Total Debt”. Notwithstanding the foregoing or anything to the contrary herein, to the extent that the Administrative Borrower would not be in compliance with Section 6.13(a) if any Indebtedness denominated in a currency other than Dollars were to be translated into Dollars on the basis of the applicable currency exchange rate used in preparing the financial statements delivered pursuant to Section 5.01(a) or (b), as applicable, for the relevant Test Period, but would be in compliance with Section 6.13(a) if such Indebtedness that is denominated in a currency other than in Dollars were instead translated into Dollars on the basis of the average relevant currency exchange rates over such Test Period (taking into account the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar equivalent amount of such Indebtedness), then, solely for purposes of compliance with Section 6.13(a), the First Lien Leverage Ratio as of the last day of such Test Period shall be calculated on the basis of such average relevant currency exchange rates; provided that the amount of any Indebtedness that is subject to a Debt FX Hedge shall be determined in accordance with the definition of “Consolidated Total Debt”. (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Administrative Borrower’s consent to appropriately reflect a change in currency of any country and any relevant market convention or practice relating to such change in currency. (c) The Administrative Agent shall determine the Spot Rate as of each Revaluation Date to be used for calculating the Dollar Equivalent amount of any Revolving Loan and/or Letter of Credit that is denominated in any Alternate Currency. The Spot Rate shall become effective as of such Revaluation Date and shall be the Spot Rate employed in converting any amount between any Alternate Currency and Dollars until the next occurring Revaluation Date.

Currency Equivalents Generally. (a) For purposes of any determination under Xxxxxxx 0, Xxxxxxx 00 (xxxxx than Section 10.11) or Section 11 or any determination under any other provision of this Agreement requiring the use of a current exchange rate, all amounts incurred incurred, outstanding or proposed to be incurred or outstanding in currencies other than Dollars shall be translated into Dollars at currency exchange rates the Exchange Rate then in effect on the date of such determination; provided, however, that (x) for purposes of determining compliance with Section 10 with respect to the amount of any DebtIndebtedness, Investment, Disposition, Distribution Dividend or payment of Junior Debt under Section 10.7 in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt Indebtedness or Investment is incurred or Disposition, Distribution of Dividend or payment of Junior Debt under Section 10.7 is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, if such Debt Indebtedness is incurred to Refinance other Debt Indebtedness denominated in a foreign currency, and such Refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt Indebtedness does not exceed the principal amount of such Debt Indebtedness being Refinanced, except by an amount equal to the accrued interest and premium thereon plus other amounts paid and fees and expenses incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder Refinanced and (z) for the avoidance of doubt, the foregoing provisions of this Section 1.9 1.8 shall otherwise apply to such Sections, including with respect to determining whether any Debt Indebtedness or Investment may be incurred or Disposition, Distribution Dividend or payment of Junior Debt under Section 10.7 may be made at any time under such Sections. For purposes of the Financial Covenant and testing the Total Net Leverage RatioSection 10.11, amounts in currencies other than Dollars shall be translated into Dollars at the applicable exchange rates used in preparing the most recently delivered financial statements pursuant to Section 6.29.1(a) or (b). (b) Notwithstanding anything to the contrary herein, for purposes of determining compliance with any test or covenant contained in this Agreement with respect to any period during which any Specified Transaction occurs, the Consolidated Total Debt to Consolidated EBITDAXEBITDA Ratio shall be calculated with respect to such period and such Specified Transaction on a Pro Forma Basis. (c) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Borrower’s consent (such consent not to be unreasonably withheld) to appropriately reflect a change in currency of any country and any relevant market conventions or practices relating to such change in currency.

Currency Equivalents Generally. (a) For purposes of any determination under any provision of this Agreement requiring the use of a current exchange rateArticle 1, all amounts incurred or proposed to be incurred in currencies Article 5, Article 6 (other than Dollars shall be translated into Dollars at currency exchange rates then in effect on Section 6.15(a) or (b) and the date calculation of such determination; provided, however, that (x) compliance with any financial ratio for purposes of determining compliance taking any action hereunder) or Article 7 with respect to the amount of any DebtIndebtedness, Lien, Restricted Payment, Restricted Debt Payment, Investment, Disposition, Distribution Affiliate transaction or payment other transaction, event or circumstance, or any determination under any other provision of Junior Debt this Agreement, (any of the foregoing, a “specified transaction”), in a currency other than Dollars, no Default (i) the Dollar equivalent amount of a specified transaction in a currency other than Dollars shall be calculated based on the rate of exchange quoted by the Bloomberg Foreign Exchange Rates & World Currencies Page (or Event any successor page thereto, or in the event such rate does not appear on any Bloomberg Page, by reference to such other publicly available service for displaying exchange rates as may be agreed upon by the Administrative Agent and the Borrower) for such foreign currency, as in effect at 11:00 a.m. (London time) on the date of Default such specified transaction (which, in the case of any Restricted Payment, shall be deemed to have occurred solely as a result be the date of changes the declaration thereof and, in rates the case of exchange occurring after the time such Debt or Investment is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, shall be deemed to be on the date first committed); provided, that if any Indebtedness is incurred (and, if such Debt is incurred applicable, associated Lien granted) to Refinance refinance or replace other Debt Indebtedness denominated in a foreign currencycurrency other than Dollars, and such Refinancing the relevant refinancing or replacement would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancingrefinancing or replacement, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing or replacement Indebtedness (and, if applicable, associated Lien granted) does not exceed an amount sufficient to repay the principal amount of such Debt Indebtedness being Refinancedrefinanced or replaced, except by an amount equal to the (x) unpaid accrued interest and premium premiums (including tender premiums) thereon plus other amounts paid reasonable and customary fees and expenses (including upfront fees and original issue discount) incurred in connection with such Refinancing plus an amount equal to refinancing or replacement, (y) any existing commitment commitments unutilized and letters of credit undrawn thereunder and (z) additional amounts permitted to be incurred under Section 6.01 and (ii) for the avoidance of doubt, no Default or Event of Default shall be deemed to have occurred solely as a result of a change in the foregoing provisions rate of this Section 1.9 shall otherwise apply to currency exchange occurring after the time of any specified transaction so long as such Sectionsspecified transaction was permitted at the time incurred, including with respect to determining whether any Debt made, acquired, committed, entered or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sectionsdeclared as set forth in clause (i). For purposes of Section 6.15(a) or (b) and the Financial Covenant and testing the Total Net Leverage Ratiocalculation of compliance with any financial ratio for purposes of taking any action hereunder, on any relevant date of determination, amounts denominated in currencies other than Dollars shall be translated into Dollars at the applicable currency exchange rates rate used in preparing the most recently financial statements delivered pursuant to Sections 5.01(a) or (b) (or, prior to the first such delivery, the financial statements referred to in Section 6.23.04), as applicable, for the relevant Test Period and will, with respect to any Indebtedness, reflect the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar equivalent amount of such Indebtedness; provided that the amount of any Indebtedness that is subject to a Debt FX Hedge shall be determined in accordance with the definition of “Consolidated Total Debt”. Notwithstanding the foregoing or anything to the contrary herein, to the extent that the Borrower would not be in compliance with Section 6.15(a) or (b) if any Indebtedness denominated in a currency other than Dollars were to be translated into Dollars on the basis of the applicable currency exchange rate used in preparing the financial statements delivered pursuant to Section 5.01(a) or (b), as applicable, for the relevant Test Period, but would be in compliance with Section 6.15(a) or (b) if such Indebtedness that is denominated in a currency other than in Dollars were instead translated into Dollars on the basis of the average relevant currency exchange rates over such Test Period (taking into account the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar equivalent amount of such Indebtedness), then, solely for purposes of compliance with Section 6.15(b), the SecuredFirst Lien Net Leverage Ratio as of the last day of such Test Period shall be calculated on the basis of such average relevant currency exchange rates; provided that the amount of any Indebtedness that is subject to a Debt FX Hedge shall be determined in accordance with the definition of “Consolidated Total Debt”. (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Borrower’s consent to appropriately reflect a change in currency of any country and any relevant market convention or practice relating to such change in currency.

Currency Equivalents Generally. (a) For purposes of any determination under any provision of this Agreement requiring the use of a current exchange rate, all amounts incurred or proposed to be incurred in currencies other than Dollars shall be translated into Dollars at currency exchange rates then in effect on the date of such determination; provided, however, that (x) for purposes of determining compliance with respect to the amount of any Debt, Investment, Disposition, Distribution or payment of Junior Debt in a currency other than Dollars, no No Default or Event of Default shall be deemed to have occurred under a Loan Document solely as a result of changes in rates of currency exchange occurring after the time any applicable action (including any incurrence of a Lien or Indebtedness or the making of an Investment) so long as such Debt action (including any incurrence of a Lien or Investment is incurred Indebtedness or Dispositionthe making of an Investment) was permitted hereunder when made. (b) For purposes of this Agreement and the other Loan Documents, Distribution where the permissibility of payment a transaction or determinations of Junior Debt is maderequired actions or circumstances depend upon compliance with, or are determined by reference to, amounts stated in Dollars, any requisite currency translation (yi) for with respect to Loans or Commitments, shall be based on the Exchange Rate and (ii) with respect to any other amounts, shall be based on the rate of exchange between the applicable currency and Dollars as reasonably determined by the Borrower, in each case in effect on the Business Day immediately preceding the date of such transaction or determination (subject to clauses (c) and (d) below) and shall not be affected by subsequent fluctuations in exchange rates. (c) For purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, the Dollar-equivalent principal amount of Indebtedness denominated in a foreign currency shall be calculated based on the Exchange Rate in effect on the date such Indebtedness was incurred, in the case of term debt, or first committed, in the case of revolving credit debt (or, in the case of an LCA Election, on the date of the applicable LCA Test Date); provided that, if such Debt Indebtedness is incurred to Refinance refinance other Debt Indebtedness denominated in a foreign currency, and such Refinancing refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate Exchange Rate in effect on the date of such Refinancingrefinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt Indebtedness so refinanced does not exceed the principal amount of such Debt Indebtedness being Refinancedrefinanced. Notwithstanding the foregoing, except by an the principal amount equal of any Indebtedness incurred to the accrued interest and premium thereon plus refinance other amounts paid and fees and expenses Indebtedness, if incurred in connection with a different currency from the Indebtedness being refinanced, shall be calculated based on the Exchange Rate that is in effect on the date of such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and refinancing. (zd) for the avoidance of doubt, the foregoing provisions of this Section 1.9 shall otherwise apply to such Sections, including with respect to determining whether any Debt or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sections. For purposes of determining the Financial Covenant and testing Secured Net Leverage Ratio, the Total Net Leverage Ratio and the Interest Coverage Ratio, including Consolidated Adjusted EBITDA when calculating such ratios, all amounts denominated in currencies a currency other than Dollars shall will be translated into converted to Dollars for any purpose (including testing the any financial maintenance covenant) at the effective rate of exchange in respect thereof reflected in the consolidated financial statements of the Borrower for the applicable Test Period for which such measurement is being made, and will reflect the currency translation effects, determined in accordance with GAAP, of Hedge Agreements permitted hereunder for currency exchange rates used risks with respect to the applicable currency in preparing effect on the most recently delivered Section 6.2date of determination of the Dollar equivalent of such Indebtedness.

Currency Equivalents Generally. (a) For Notwithstanding the foregoing, for purposes of any determination under Section 2.21(a), Article 5, Article 6 (other than the calculation of compliance with any financial ratio for purposes of taking any action hereunder) or Article 7 with respect to the amount of any Indebtedness, Lien, Restricted Payment, Restricted Debt Payment, Investment, Disposition, Sale and Lease-Back Transaction, Affiliate transaction or other transaction, event or circumstance, or any determination under any other provision of this Agreement expressly requiring the use of a current exchange rate, all amounts incurred or proposed to be incurred in currencies other than Dollars shall be translated into Dollars at currency exchange rates then in effect on for the date of such determination; provided, however, that (x) for purposes of determining compliance with respect obtaining judgment in any court where it is necessary to convert a sum due hereunder or under any other Loan Document (any of the amount of any Debtforegoing, Investmenta “subject transaction”), Disposition, Distribution or payment of Junior Debt in each case in a currency other than Dollars, no Default (i) the Dollar Equivalent amount of a subject transaction in a currency other than Dollars shall be calculated based on the rate of exchange quoted by the Reuters World Currency Page (or, in the event such rate does not appear on such Reuters page or Event screen, on any successor or substitute page on such screen that displays such rate, or on the appropriate page of Default such other information service that publishes such rate from time to time as may be agreed upon by the Administrative Agent and the Borrower) for such alternate currency, as in effect at 11:00 a.m. (London time) on the date of such subject transaction (which, in the case of any Restricted Payment, shall be deemed to have occurred solely as a result be the date of changes the declaration thereof and, in rates the case of exchange occurring after the time such Debt or Investment is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, shall be deemed to be on the date first committed); provided, that if any Indebtedness is incurred (and, if such Debt is incurred applicable, associated Lien granted) to Refinance refinance or replace other Debt Indebtedness denominated in a foreign currencycurrency other than Dollars, and such Refinancing the relevant refinancing or replacement would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancingrefinancing or replacement, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing or replacement Indebtedness (and, if applicable, associated Lien granted) does not exceed an amount sufficient to repay the principal amount of such Debt Indebtedness being Refinancedrefinanced or replaced, except by an amount equal to the (x) unpaid accrued interest and premium premiums (including tender premiums) thereon plus other amounts paid reasonable and customary fees and expenses (including upfront fees and original issue discount) incurred in connection with such Refinancing plus an amount equal to refinancing or replacement, (y) any existing commitment commitments unutilized and letters of credit undrawn thereunder and (z) additional amounts permitted to be incurred under Section 6.01 and (ii) for the avoidance of doubt, no Default or Event of Default shall be deemed to have occurred solely as a result of a change in the foregoing provisions rate of this Section 1.9 shall otherwise apply to currency exchange occurring after the time of any subject transaction so long as such Sectionssubject transaction was permitted at the time incurred, including with respect to determining whether any Debt made, acquired, committed, entered or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sectionsdeclared as set forth in clause (i). For purposes of the Financial Covenant and testing the Total Net Leverage Ratiocalculation of compliance with any financial ratio for purposes of taking any action hereunder, on any relevant date of determination, amounts denominated in currencies other than Dollars shall be translated into Dollars at the applicable currency exchange rates rate used in preparing the most recently financial statements delivered Section 6.2pursuant to Sections 5.01(a) or (b), as applicable, for the relevant Test Period and will, with respect to any Indebtedness, reflect the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar Equivalent amount of such Indebtedness.

Currency Equivalents Generally. (a) For purposes of any determination under Section 9, Section 10 (other than Section 10.9 or 10.10) or Section 11 or any determination under any other provision of this Agreement requiring the use of a current exchange rate, all amounts incurred incurred, outstanding or proposed to be incurred or outstanding in currencies other than Dollars shall be translated into Dollars at currency exchange rates the Exchange Rate then in effect on the date of such determination; provided, however, provided that (x) for purposes of determining compliance with Section 10 with respect to the amount of any DebtIndebtedness, Investment, Disposition, Distribution Dividend or payment of Junior Debt under Section 10.7 in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt Indebtedness or Investment is incurred or Disposition, Distribution of Dividend or payment of Junior Debt under Section 10.7 is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, if such Debt Indebtedness is incurred to Refinance other Debt Indebtedness denominated in a foreign currency, and such Refinancing would cause the applicable Dollar-denominated Dollar‑denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt Indebtedness does not exceed the principal amount of such Debt Indebtedness being Refinanced, except by an amount equal to the accrued interest and premium thereon plus other amounts paid and fees and expenses incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder Refinanced and (z) for the avoidance of doubt, the foregoing provisions of this Section 1.9 shall otherwise apply to such Sections, including with respect to determining whether any Debt Indebtedness or Investment may be incurred or Disposition, Distribution Dividend or payment of Junior Debt under Section 10.7 may be made at any time under such Sections. For purposes of the Financial Covenant and testing the Total Net Leverage RatioSection 10.9 or 10.10, amounts in currencies other than Dollars shall be translated into Dollars at the applicable exchange rates Exchange Rate(s) used in preparing the most recently delivered financial statements pursuant to Section 6.29.1(a) or (b). (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Borrower’s consent (such consent not to be unreasonably withheld) to appropriately reflect a change in currency of any country and any relevant market conventions or practices relating to such change in currency.

Currency Equivalents Generally. (a) For purposes of any determination under any provision of this Agreement requiring the use of a current exchange rate, all amounts incurred or proposed to be incurred in currencies other than Dollars shall be translated into Dollars at currency exchange rates then in effect on the date of such determination; provided, however, that (x) for purposes of determining compliance with respect to the amount of any Debt, Investment, Disposition, Distribution or payment of Junior Debt in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt or Investment is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of Debt, if such Debt is incurred to Refinance other Debt denominated in a foreign currency, and such Refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt does not exceed the principal amount of such Debt being Refinanced, except by an amount equal to the accrued interest and premium thereon plus other amounts paid and fees and expenses incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and (z) for the avoidance of doubt, the foregoing provisions of this Section 1.9 shall otherwise apply to such Sections, including with respect to determining whether any Debt or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sections. For purposes of the Financial Covenant and testing the Total Net Leverage Ratio, amounts in currencies other than Dollars shall be translated into Dollars at the applicable exchange rates used in preparing the most recently delivered Section 6.2of

Currency Equivalents Generally. (a) For Notwithstanding anything to the contrary in clause (b) below, for purposes of any determination under any provision of this Agreement requiring the use of a current exchange rateArticle 5, all amounts incurred or proposed to be incurred in currencies Article 6 (other than Dollars shall be translated into Dollars at currency exchange rates then in effect on Section 6.15 and the date calculation of such determination; provided, however, that (x) compliance with any financial ratio for purposes of determining compliance taking any action hereunder) or Article 7 with respect to the amount of any DebtIndebtedness, Lien, Restricted Payment, Restricted Debt Payment, Investment, Disposition, Distribution Sale and Lease-Back Transaction, affiliate transaction or payment other transaction, event or circumstance, or any determination under any other provision of Junior Debt this Agreement (any of the foregoing, a “relevant transaction”), in a currency other than Dollars, no Default or Event (i) the Dollar equivalent amount of Default a relevant transaction in a currency other than Dollars shall be deemed to have occurred solely as a result of changes in rates calculated based on the rate of exchange occurring after quoted by the time Bloomberg Foreign Exchange Rates & World Currencies Page (or any successor page thereto, or in the event such rate does not appear on any Bloomberg Page, by reference to such other publicly available service for displaying exchange rates as may be agreed upon by the Administrative Agent and the Borrower) for such foreign currency, as in effect at 11:00 a.m. (London time) on the date of such relevant transaction (which, in the case of any Restricted Payment, Restricted Debt Payment, Investment, Disposition or Investment incurrence of Indebtedness, shall be determined as set forth in Section 1.04(e)); provided, that if any Indebtedness is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of Debtand, if such Debt is incurred applicable, associated Lien granted) to Refinance refinance or replace other Debt Indebtedness denominated in a foreign currencycurrency other than Dollars, and such Refinancing the relevant refinancing or replacement would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancingrefinancing or replacement, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing or replacement Indebtedness (and, if applicable, associated Lien granted) does not exceed an amount sufficient to repay the principal amount of such Debt Indebtedness being Refinancedrefinanced or replaced, except by an amount equal to the (x) unpaid accrued interest interest, penalties and premium premiums (including tender premiums) thereon plus underwriting discounts and other amounts paid and fees customary fees, commissions and expenses (including upfront fees, original issue discount or initial yield payment) incurred in connection with such Refinancing plus an amount equal to refinancing or replacement, (y) any existing commitment commitments unutilized and letters of credit undrawn thereunder and (z) additional amounts permitted to be incurred under Section 6.01 and (ii) for the avoidance of doubt, no Default or Event of Default shall be deemed to have occurred solely as a result of a change in the foregoing provisions rate of this Section 1.9 shall otherwise apply to currency exchange occurring after the time of any relevant transaction so long as such Sectionsrelevant transaction was permitted at the time incurred, including with respect to determining whether any Debt made, acquired, committed, entered or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sectionsdeclared as set forth in clause (i). For purposes of Section 6.15 and the Financial Covenant and testing calculation of compliance with any financial ratio for purposes of taking any action hereunder (including for purposes of calculating compliance with the Total Net Leverage RatioIncremental Cap) on any relevant date of determination, amounts denominated in currencies other than Dollars shall be translated into Dollars at the applicable currency exchange rates rate used in preparing the most recently financial statements delivered pursuant to Sections 5.01(a) or (b) (or, prior to the first such delivery, the financial statements referred to in Section 6.23.04), as applicable, for the relevant Test Period. Notwithstanding the foregoing or anything to the contrary herein, to the extent that the Borrower would not be in compliance with Section 6.15(a) if any Indebtedness denominated in a currency other than Dollars were to be translated into Dollars on the basis of the applicable currency exchange rate used in preparing the financial statements delivered pursuant to Section 5.01(a) or (b), as applicable, for the relevant Test Period, but would be in compliance with Section 6.15(a) if such Indebtedness that is denominated in a currency other than in Dollars were instead translated into Dollars on the basis of the average relevant currency exchange rates over such Test Period (taking into account the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar equivalent amount of such Indebtedness), then, solely for purposes of compliance with Section 6.15(a), the First Lien Leverage Ratio as of the last day of such Test Period shall be calculated on the basis of such average relevant currency exchange rates. (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Borrower’s consent to appropriately reflect a change in currency of any country and any relevant market convention or practice relating to such change in currency.

Currency Equivalents Generally. (a) For purposes of any determination under Article I, Article V, Article VI (other than Section 6.10(a), Section 6.10(b) and Section 6.10(c) and the calculation of compliance with any financial ratio for purposes of taking any action hereunder) or Article VII with respect to any Affiliate transaction, the amount of any Indebtedness, Lien, Restricted Payment, Restricted Debt Payment, Investment, Disposition or other transaction, event or circumstance, or any determination under any other provision of this Agreement requiring Agreement, (any of the use foregoing, a “specified transaction”), in a currency other than Dollars, (i) the Dollar equivalent amount of a current exchange rate, all amounts incurred or proposed to be incurred specified transaction in currencies a currency other than Dollars shall be translated into Dollars at currency calculated based on the rate of exchange quoted by the Bloomberg Foreign Exchange Rates & World Currencies Page (or any successor page thereto, or in the event such rate does not appear on any Bloomberg Page, by reference to such other publicly available service for displaying exchange rates then as may be agreed upon by the Administrative Agent and the Borrower) for such foreign currency, as in effect at 11:00 a.m. (London time) on the date of such determination; providedspecified transaction (which, however, that (x) for purposes of determining compliance with respect to in the amount case of any DebtRestricted Payment, Investmentshall be deemed to be the date of the declaration thereof and, Dispositionin the case of the incurrence of Indebtedness, Distribution shall be deemed to be on the date first committed); provided that, if any Indebtedness is incurred (and, if applicable, associated Lien granted) to refinance or payment of Junior Debt replace other Indebtedness denominated in a currency other than Dollars, no Default and the relevant refinancing or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt or Investment is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of Debt, if such Debt is incurred to Refinance other Debt denominated in a foreign currency, and such Refinancing replacement would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancingrefinancing or replacement, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing or replacement Indebtedness (and, if applicable, associated Lien granted) does not exceed an amount sufficient to repay the principal amount of such Debt Indebtedness being Refinancedrefinanced or replaced, except by an amount equal to the (x) unpaid accrued interest and premium premiums (including tender premiums) thereon plus other amounts paid reasonable and customary fees and expenses (including upfront fees and original issue discount) incurred in connection with such Refinancing plus an amount equal to refinancing or replacement, (y) any existing commitment unutilized and letters of credit undrawn thereunder and (z) any additional amount permitted to be incurred under Section 6.01 and (ii) for the avoidance of doubt, no Default or Event of Default shall be deemed to have occurred solely as a result of a change in the foregoing provisions rate of this Section 1.9 shall otherwise apply to currency exchange occurring after the time of any specified transaction so long as such Sectionsspecified transaction was permitted at the time incurred, including with respect to determining whether any Debt made, acquired, committed, entered or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sectionsdeclared as set forth in clause (i). For purposes of Section 6.10(a), Section 6.10(b), Section 6.10(c)and the Financial Covenant and testing the Total Net Leverage Ratiocalculation of compliance with any financial ratio for purposes of taking any action hereunder, on any relevant date of determination, amounts denominated in currencies other than Dollars shall be translated into Dollars at the applicable currency exchange rates rate used in preparing the most recently financial statements delivered pursuant to Sections 5.01(a) or (b) (or, prior to the first such delivery, the financial statements referred to in Section 6.23.04), as applicable, for the relevant Test Period and will, with respect to any Indebtedness, reflect the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar equivalent amount of such Indebtedness; provided that the amount of any Indebtedness that is subject to a Debt FX Hedge shall be determined in accordance with the definition of “Consolidated Total Debt”. Notwithstanding the foregoing or anything to the contrary herein, to the extent that the Borrower would not be in compliance with Section 6.10(a), Section 6.10(b) and/or Section 6.10(c) if any Indebtedness denominated in a currency other than Dollars were to be translated into Dollars on the basis of the applicable currency exchange rate used in preparing the financial statements delivered pursuant to Section 5.01(a) or (b), as applicable, for the relevant Test Period, but would be in compliance with Section 6.10(a), Section 6.10(b) or Section 6.10(c), as applicable, if such Indebtedness that is denominated in a currency other than in Dollars were instead translated into Dollars on the basis of the average relevant currency exchange rates over such Test Period (taking into account the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar equivalent amount of such Indebtedness), then, solely for purposes of compliance with Section 6.10(a), Section 6.10(b) or Section 6.10(c), as applicable, the Total Rent Adjusted Net Leverage Ratio as of the last day of such Test Period shall be calculated on the basis of such average relevant currency exchange rates; provided that the amount of any Indebtedness that is subject to a Debt FX Hedge shall be determined in accordance with the definition of “Consolidated Total Debt”. (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Borrower’s consent to appropriately reflect a change in currency of any country and any relevant market convention or practice relating to such change in currency.

Currency Equivalents Generally. (ai) For purposes of any determination under any provision of this Agreement requiring the use of a current exchange rate, all amounts incurred or proposed to be incurred in currencies other than Dollars shall be translated into Dollars at currency exchange rates then in effect on the date of such determination; provided, however, that (x) for purposes of determining compliance with Sections 7.01, 7.02 and 7.03 with respect to the any amount of any Debt, Investment, Disposition, Distribution Indebtedness or payment of Junior Debt Investment in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt Lien Indebtedness or Investment is incurred; provided that, for the avoidance of doubt, the foregoing provisions of this Section 1.08 shall otherwise apply to such Sections, including with respect to determining whether any Lien, Indebtedness or Investment may be incurred or Dispositionat any time under such Sections. (ii) For purposes of determining compliance under Article VII, Distribution any amount in a currency other than Dollars will be converted to Dollars in a manner consistent with that used in calculating net income in the Borrower’s annual financial statements delivered pursuant to Section 6.01(a); provided, however, that the foregoing shall not be deemed to apply to the determination of payment any amount of Junior Debt is made, Indebtedness. (ya) for For purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, the Dollar Equivalent of the principal amount of Indebtedness denominated in a foreign currency shall be calculated based on the Spot Rate in effect on the date such Indebtedness was incurred, in the case of term debt, or first committed, in the case of revolving credit debt; provided that if such Debt Indebtedness is incurred to Refinance extend, replace, refund, refinance, renew or defease other Debt Indebtedness denominated in a foreign currency, and such Refinancing extension, replacement, refunding, refinancing, renewal or defeasance would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency Dollars exchange rate in effect on the date of such Refinancingextension, replacement, refunding, refinancing, renewal or defeasance, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing Indebtedness does not exceed the principal amount of such Debt Indebtedness being Refinancedextended, except by an amount equal to the accrued interest and premium thereon plus other amounts paid and fees and expenses incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and (z) for the avoidance of doubtreplaced, the foregoing provisions of this Section 1.9 shall otherwise apply to such Sectionsrefunded, including with respect to determining whether any Debt refinanced, renewed or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sections. For purposes of the Financial Covenant and testing the Total Net Leverage Ratio, amounts in currencies other than Dollars shall be translated into Dollars at the applicable exchange rates used in preparing the most recently delivered Section 6.2defeased.

Currency Equivalents Generally. (a) For purposes of any determination under any provision of this Agreement requiring the use of a current exchange rate, all amounts incurred or proposed to be incurred in currencies other than Dollars shall be translated into Dollars at currency exchange rates then in effect on the date of such determination; provided, however, that (x) for purposes of determining compliance with Sections 7.01, 7.02 and 7.03 with respect to the any amount of any DebtLien, Investment, Disposition, Distribution Indebtedness or payment of Junior Debt Investment in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of currency exchange occurring after the time such Debt Lien, Indebtedness or Investment is incurred (so long as such Indebtedness or DispositionInvestment, Distribution at the time incurred, made or acquired, was permitted hereunder). (b) For purposes of payment this Agreement and the other Loan Documents, where the permissibility of Junior Debt is madea transaction or determinations of required actions or circumstances depend upon compliance with, or are determined by reference to, amounts stated in Dollars, any requisite currency translation (yi) for with respect to Loans or Commitments, shall be based on the Exchange Rate and (ii) with respect to any other amounts, shall be based on the rate of exchange between the applicable currency and Dollars as reasonably determined by the Borrower, in each case in effect on the Business Day immediately preceding the date of such transaction or determination (subject to clauses (c) and (d) below) and shall not be affected by subsequent fluctuations in exchange rates. (c) For purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, the Dollar-equivalent principal amount of Indebtedness denominated in a foreign currency shall be calculated based on the Exchange Rate in effect on the date such Indebtedness was incurred, in the case of term debt, or first committed, in the case of revolving credit debt (or, in the case of an LCT Election, on the date of the applicable LCT Test Date); provided that, if such Debt Indebtedness is incurred to Refinance refinance other Debt Indebtedness denominated in a foreign currency, and such Refinancing refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate Exchange Rate in effect on the date of such Refinancingrefinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt Indebtedness so refinanced does not exceed the principal amount of such Debt Indebtedness being Refinancedrefinanced. Notwithstanding the foregoing, except by an the principal amount equal of any Indebtedness incurred to the accrued interest and premium thereon plus refinance other amounts paid and fees and expenses Indebtedness, if incurred in connection with a different currency from the Indebtedness being refinanced, shall be calculated based on the Exchange Rate that is in effect on the date of such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and refinancing. (zd) for the avoidance of doubt, the foregoing provisions of this Section 1.9 shall otherwise apply to such Sections, including with respect to determining whether any Debt or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sections. For purposes of determining the Financial Covenant and testing First Lien Net Leverage Ratio, the Secured Net Leverage Ratio or the Total Net Leverage Ratio, including Consolidated Adjusted EBITDA when calculating such ratios, all amounts denominated in currencies a currency other than Dollars shall will be translated into converted to Dollars for any purpose (including testing the any financial maintenance covenant) at the effective rate of exchange in respect thereof reflected in the consolidated financial statements of the Borrower for the applicable Test Period for which such measurement is being made, and will reflect the currency translation effects, determined in accordance with GAAP, of Swap Contracts permitted hereunder for currency exchange rates used risks with respect to the applicable currency in preparing effect on the most recently delivered Section 6.2date of determination of the Dollar equivalent of such Indebtedness.

Currency Equivalents Generally. (a) For Notwithstanding the foregoing, for purposes of any determination under Section 2.21(a), Article 5, Article 6 (other than the calculation of compliance with any financial ratio for purposes of taking any action hereunder) or Article 7 with respect to the amount of any Indebtedness, Lien, Restricted Payment, Restricted Debt Payment, Investment, Disposition, Sale and Lease-Back Transaction, Affiliate transaction or other transaction, event or circumstance, or any determination under any other provision of this Agreement expressly requiring the use of a current exchange rate, all amounts incurred or proposed to be incurred in currencies other than Dollars shall be translated into Dollars at currency exchange rates then in effect on for the date of such determination; provided, however, that (x) for purposes of determining compliance with respect obtaining judgment in any court where it is necessary to convert a sum due hereunder or under any other Loan Document (any of the amount of any Debtforegoing, Investmenta “subject transaction”), Disposition, Distribution or payment of Junior Debt in each case in a currency other than Dollars, no Default (i) the Dollar equivalent amount of a subject transaction in a currency other than Dollars shall be calculated based on the rate of exchange quoted by the Reuters World Currency Page (or, in the event such rate does not appear on such Reuters page or Event screen, on any successor or substitute page on such screen that displays such rate, or on the appropriate page of Default such other information service that publishes such rate from time to time as may be agreed upon by the Administrative Agent and the Borrower) for such alternate currency, as in effect at 11:00 a.m. (London time) on the date of such subject transaction (which, in the case of any Restricted Payment, shall be deemed to have occurred solely as a result be the date of changes the declaration thereof and, in rates the case of exchange occurring after the time such Debt or Investment is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, shall be deemed to be on the date first committed); provided, that if any Indebtedness is incurred (and, if such Debt is incurred applicable, associated Lien granted) to Refinance refinance or replace other Debt Indebtedness denominated in a foreign currencycurrency other than Dollars, and such Refinancing the relevant refinancing or replacement would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancingrefinancing or replacement, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing or replacement Indebtedness (and, if applicable, associated Lien granted) does not exceed an amount sufficient to repay the principal amount of such Debt Indebtedness being Refinancedrefinanced or replaced, except by an amount equal to the (x) unpaid accrued interest and premium premiums (including tender premiums) thereon plus other amounts paid reasonable and customary fees and expenses (including upfront fees and original issue discount) incurred in connection with such Refinancing plus an amount equal to refinancing or replacement, (y) any existing commitment commitments unutilized and letters of credit undrawn thereunder and (z) additional amounts permitted to be incurred under Section 6.01 and (ii) for the avoidance of doubt, no Default or Event of Default shall be deemed to have occurred solely as a result of a change in the foregoing provisions rate of this Section 1.9 shall otherwise apply to currency exchange occurring after the time of any subject transaction so long as such Sectionssubject transaction was permitted at the time incurred, including with respect to determining whether any Debt made, acquired, committed, entered or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sectionsdeclared as set forth in clause (i). For purposes of the Financial Covenant and testing the Total Net Leverage Ratiocalculation of compliance with any financial ratio for purposes of taking any action hereunder, on any relevant date of determination, amounts denominated in currencies other than Dollars shall be translated into Dollars at the applicable currency exchange rates rate used in preparing the most recently financial statements delivered Section 6.2pursuant to Sections 5.01(a) or (b), as applicable, for the relevant Test Period and will, with respect to any Indebtedness, reflect the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar equivalent amount of such Indebtedness.

Currency Equivalents Generally. (a) For purposes Any amount specified in this Agreement (other than in Articles II, IX and X, in the calculation of the Borrowing Base, or as set forth in paragraph (b) of this Section) or any of the other Loan Documents to be in Dollars shall also include the equivalent of such amount in any currency other than Dollars, at the Dollar Equivalent thereof; provided that the determination of any determination amount shall, as applicable, be made in accordance with Section 1.08(b). The Borrowing Base shall be calculated based on the Dollar Equivalent of any amounts thereof which are not denominated in Dollars. At each time of determination, all Credit Extensions shall be determined in the Dollar Equivalent thereof (including in determining whether any conditions precedent have been satisfied in connection with the making of such Credit Extension). Unless expressly provided otherwise in this Agreement or any other Loan Document, all Letter of Credit Disbursements made under any provision Letter of this Agreement requiring the use of a current exchange rate, all amounts incurred or proposed to be incurred Credit denominated in currencies any currency other than Dollars shall be translated into repaid by the applicable Loan Parties in the currency in which such Letter of Credit Disbursement was made. If and to the extent this Agreement or any other Loan Document requires that any Letter of Credit be cash collateralized by a Loan Party, then the cash provided as collateralization thereof shall be in the currency in which such Letter of Credit is denominated. In all other cases, if and to the extent the Dollar Equivalent of any cash collateral held in respect of any Letter of Credit denominated in any currency other than Dollars is, at currency exchange rates then in effect on any time, less than the date cash collateral otherwise required with respect to such Letter of Credit, the Administrative Agent may require payment from the party responsible for paying such cash collateral or apply proceeds or take such other actions as may be necessary to cause the Dollar Equivalent of such determination; providedcash collateral to equal the amount required therefor. Notwithstanding the foregoing, however, that (x) for purposes of determining compliance with Sections 7.01, 7.02 and 7.03 with respect to the any amount of any Debt, Investment, Disposition, Distribution Indebtedness or payment of Junior Debt Investment in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange the Exchange Rate occurring after the time such Debt Indebtedness or Investment is incurred or Dispositionincurred; provided that, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of Debt, if such Debt is incurred to Refinance other Debt denominated in a foreign currency, and such Refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt does not exceed the principal amount of such Debt being Refinanced, except by an amount equal to the accrued interest and premium thereon plus other amounts paid and fees and expenses incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and (z) for the avoidance of doubt, the foregoing provisions of this Section 1.9 1.08 shall otherwise apply to such Sections, including with respect to determining whether any Debt Indebtedness or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sections. . (b) For purposes of the Financial Covenant determining compliance under Sections 7.02, 7.05 and testing the Total Net Leverage Ratio7.06, amounts any amount in currencies a currency other than Dollars shall will be translated into converted to Dollars at the applicable exchange rates in a manner consistent with that used in preparing calculating net income in the most recently Borrower’s annual financial statements delivered pursuant to Section 6.26.01(a); provided, however, that the foregoing shall not be deemed to apply to the determination of any amount of Indebtedness.

Currency Equivalents Generally. (a) For purposes of any determination under Xxxxxxx 0, Xxxxxxx 00 (xxxxx than Section 10.11) or Section 11 or any determination under any other provision of this Agreement requiring the use of a current exchange rate, all amounts incurred incurred, outstanding or proposed to be incurred or outstanding in currencies other than Dollars shall be translated into Dollars at currency exchange rates the Exchange Rate then in effect on the date of such determination; provided, however, that (w) the Administrative Agent shall determine the Exchange Rate as of each Revaluation Date to be used for calculating Dollar Equivalent amounts of Alternate Currency Letters of Credit. Such Exchange Rate shall become effective as of such Revaluation Date and shall be the Exchange Rate employed in converting any amounts between Dollars and each Alternate Currency until the next Revaluation Date to occur, (x) for purposes of determining compliance with Section 10 with respect to the amount of any DebtIndebtedness, Investment, Disposition, Distribution Restricted Payment or payment of Junior Debt under Section 10.7 in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt Indebtedness or Investment is incurred or Disposition, Distribution of Restricted Payment or payment of Junior Debt under Section 10.7 is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, if such Debt Indebtedness is incurred to Refinance other Debt Indebtedness denominated in a foreign currency, and such Refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt Indebtedness does not exceed the principal amount of such Debt Indebtedness being Refinanced, except by an amount equal to the accrued interest and premium thereon plus other amounts paid and fees and expenses incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder Refinanced and (z) for the avoidance of doubt, the foregoing provisions of this Section 1.9 1.8 shall otherwise apply to such Sections, including with respect to determining whether any Debt Indebtedness or Investment may be incurred or Disposition, Distribution Restricted Payment or payment of Junior Debt under Section 10.7 may be made at any time under such Sections. For purposes of the Financial Covenant and testing the Total Net Leverage RatioSection 10.11, amounts in currencies other than Dollars shall be translated into Dollars at the applicable exchange rates used in preparing the most recently delivered financial statements pursuant to Section 6.29.1(a) or (b). (b) Wherever in this Agreement in connection with an Alternate Currency Letter of Credit, an amount, such as a required minimum or multiple amount, is expressed in Dollars, such amount shall be the Dollar Equivalent of such Dollar amount (rounded to the nearest unit of such Alternate Currency, with 0.5 of a unit being rounded upward), as determined by the Administrative Agent. (c) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Borrower’s consent (such consent not to be unreasonably withheld) to appropriately reflect a change in currency of any country and any relevant market conventions or practices relating to such change in currency.

Currency Equivalents Generally. (a) For The Administrative Agent shall determine the Spot Rates as of each Revaluation Date to be used for calculating Dollar Amounts of Credit Extensions and Outstanding Amounts denominated in Alternative Currencies. Such Spot Rates shall become effective as of such Revaluation Date and shall be the Spot Rates employed in converting any amounts between the applicable currencies until the next Revaluation Date to occur. Except for purposes of financial statements delivered by Loan Parties hereunder or calculating financial ratios hereunder or except as otherwise provided herein, the applicable amount of any determination under any provision currency (other than Dollars) for purposes of the Loan Documents shall be such Dollar Amount as so determined by the Administrative Agent. (b) Wherever in this Agreement requiring the use in connection with a Borrowing, conversion, continuation or prepayment of a current exchange rateEurocurrency Rate Loan or the issuance, all amounts incurred amendment or proposed to be incurred extension of an Alternative Currency Letter of Credit, an amount, such as a required minimum or multiple amount, is expressed in currencies other than Dollars Dollars, but such Borrowing, Eurocurrency Rate Loan or Alternative Currency Letter of Credit is denominated in an Alternative Currency, such amount shall be translated into Dollars at currency exchange rates then in effect on the date relevant Alternative Currency Equivalent of such determination; providedDollar Amount (rounded to the nearest unit of such Alternative Currency, howeverwith 0.5 of a unit being rounded upward), that as determined by the Administrative Agent or the applicable Alternative Currency L/C Issuer, as the case may be. (xc) Notwithstanding the foregoing, for purposes of determining compliance with Sections 7.01, 7.02 and 7.03 with respect to the any amount of any Debt, Investment, Disposition, Distribution Indebtedness or payment of Junior Debt Investment in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt Indebtedness or Investment is incurred or Dispositionincurred; provided that, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of Debt, if such Debt is incurred to Refinance other Debt denominated in a foreign currency, and such Refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt does not exceed the principal amount of such Debt being Refinanced, except by an amount equal to the accrued interest and premium thereon plus other amounts paid and fees and expenses incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and (z) for the avoidance of doubt, the foregoing provisions of this Section 1.9 1.08 shall otherwise apply to such Sections, including with respect to determining whether any Debt Indebtedness or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sections. . (d) For purposes of determining compliance with the Financial Covenant Secured Leverage Ratio and testing the Total Net Leverage Ratio, amounts the equivalent in currencies Dollars of any amount denominated in a currency other than Dollars shall will be translated into converted to Dollars at (i) with respect to income statement items, in a manner consistent with that used in calculating Net Income in the Parent Borrower’s latest financial statements delivered pursuant to Section 6.01(a) or (b) and (ii) with respect to balance sheet items, in a manner consistent with that used in calculating balance sheet items in the Parent Borrower’s latest financial statements delivered pursuant to Section 6.01(a) or (b) and will, in each case of clauses (i) and (ii) of this paragraph, reflect the currency translation effects, determined in accordance with GAAP, of Swap Contracts for currency exchange risks with respect to the applicable exchange rates used currency in preparing effect on the most recently delivered Section 6.2date of determination of the Dollar equivalent of such Indebtedness.

Currency Equivalents Generally. (a) For purposes of any determination under any provision of this Agreement requiring the use of a current exchange rate, all amounts incurred or proposed to be incurred in currencies other than Dollars shall be translated into Dollars at currency exchange rates then in effect on the date of such determination; provided, however, that (x) for purposes of determining compliance with Sections 7.01, 7.02 and 7.03 with respect to the any amount of any DebtLien, Investment, Disposition, Distribution Indebtedness or payment of Junior Debt Investment in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of currency exchange occurring after the time such Debt Lien, Indebtedness or Investment is incurred (so long as such Indebtedness or DispositionInvestment, Distribution at the time incurred, made or acquired, was permitted hereunder). (b) For purposes of payment this Agreement and the other Loan Documents, where the permissibility of Junior Debt is madea transaction or determinations of required actions or circumstances depend upon compliance with, or are determined by reference to, amounts stated in Dollars, any requisite currency translation shall be based on the rate of exchange between the applicable currency and Dollars (yas quoted by the Administrative Agent or if the Administrative Agent does not quote a rate of exchange on such currency, by a known dealer in such currency reasonably acceptable to the Borrower and the Administrative Agent (the “Spot Currency Exchange Rate”)) for in effect on the Business Day immediately preceding the date of such transaction (subject to the following proviso) or determination and shall not be affected by subsequent fluctuations in exchange rates. (c) For purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, the Dollar-equivalent principal amount of Indebtedness denominated in a foreign currency shall be calculated based on the Spot Currency Exchange Rate in effect on the date such Indebtedness was incurred, in the case of term debt, or first committed, in the case of revolving credit debt; provided that, if such Debt Indebtedness is incurred to Refinance refinance other Debt Indebtedness denominated in a foreign currency, and such Refinancing refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate Spot Currency Exchange Rate in effect on the date of such Refinancingrefinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt Indebtedness so refinanced does not exceed the principal amount of such Debt Indebtedness being Refinancedrefinanced. Notwithstanding the foregoing, except by an the principal amount equal of any Indebtedness incurred to the accrued interest and premium thereon plus refinance other amounts paid and fees and expenses Indebtedness, if incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and (z) for a different currency from the avoidance of doubtIndebtedness being refinanced, the foregoing provisions of this Section 1.9 shall otherwise apply to such Sections, including with respect to determining whether any Debt or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sections. For purposes of the Financial Covenant and testing the Total Net Leverage Ratio, amounts in currencies other than Dollars shall be translated into Dollars at calculated based on the applicable exchange rates used Spot Currency Exchange Rate that is in preparing effect on the most recently delivered Section 6.2date of such refinancing.

Currency Equivalents Generally. (a) For purposes of any determination under Xxxxxxx 0, Xxxxxxx 00 (xxxxx than Section 10.11) or Section 11 or any determination under any other provision of this Agreement requiring the use of a current exchange rate, all amounts incurred incurred, outstanding or proposed to be incurred or outstanding in currencies other than Dollars shall be translated into Dollars at currency exchange rates the Exchange Rate then in effect on the date of such determination; provided, however, that (x) for purposes of determining compliance with Section 10 with respect to the amount of any DebtIndebtedness, Investment, Disposition, Distribution Dividend or payment of Junior Debt under Section 10.7 in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt Indebtedness or Investment is incurred or Disposition, Distribution of Dividend or payment of Junior Debt under Section 10.7 is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, if such Debt Indebtedness is incurred to Refinance other Debt Indebtedness denominated in a foreign currency, and such Refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the 715000788 12406500715000788 12406500 relevant currency exchange rate in effect on the date of such Refinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt Indebtedness does not exceed the principal amount of such Debt Indebtedness being Refinanced, except by an amount equal to the accrued interest and premium thereon plus other amounts paid and fees and expenses incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder Refinanced and (z) for the avoidance of doubt, the foregoing provisions of this Section 1.9 1.8 shall otherwise apply to such Sections, including with respect to determining whether any Debt Indebtedness or Investment may be incurred or Disposition, Distribution Dividend or payment of Junior Debt under Section 10.7 may be made at any time under such Sections. For purposes of the Financial Covenant and testing the Total Net Leverage RatioSection 10.11, amounts in currencies other than Dollars shall be translated into Dollars at the applicable exchange rates used in preparing the most recently delivered financial statements pursuant to Section 6.29.1(a) or (b). (b) Notwithstanding anything to the contrary herein, for purposes of determining compliance with any test or covenant contained in this Agreement with respect to any period during which any Specified Transaction occurs, the Consolidated Total Debt to Consolidated EBITDA Ratio and the Consolidated First Lien Debt to Consolidated EBITDA Ratio, as applicable, shall be calculated with respect to such period and such Specified Transaction on a Pro Forma Basis. (c) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Borrower’s consent (such consent not to be unreasonably withheld) to appropriately reflect a change in currency of any country and any relevant market conventions or practices relating to such change in currency.

Currency Equivalents Generally. (a) For Except for purposes of financial statements delivered by Loan Parties hereunder or except as otherwise provided herein, the applicable amount of any currency for purposes of the Loan Documents shall be such Dollar Amount as so determined by the Administrative Agent; provided that if any basket (including the Threshold Amount for purposes of any determination under any provision of this Agreement requiring the use of a current exchange rate, all amounts incurred or proposed to be incurred in currencies other than Dollars shall be translated into Dollars at currency exchange rates then in effect on the date of such determination; provided, however, that (x) for purposes of determining compliance with respect to the amount of any Debt, Investment, Disposition, Distribution or payment of Junior Debt in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred Default) is exceeded solely as a result of changes fluctuations in applicable currency exchange rates of exchange occurring after the last time such Debt or Investment is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of Debt, if such Debt is incurred to Refinance other Debt denominated in a foreign currency, and such Refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancingbasket was utilized, such Dollar-denominated restriction shall basket will not be deemed not to have been exceeded so long solely as the principal amount a result of such Refinanced Debt does not exceed the principal amount of such Debt being Refinanced, except by an amount equal to the accrued interest and premium thereon plus other amounts paid and fees and expenses incurred fluctuations in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and currency exchange rates. (zb) for the avoidance of doubt, the foregoing provisions of this Section 1.9 shall otherwise apply to such Sections, including with respect to determining whether any Debt or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sections[reserved]. (c) [reserved]. IF "1" = "1" "#4875-2924-7575v15" "" #4875-2924-7575v15 AMERICAS 120585256 (d) For purposes of determining the Financial Covenant First Lien Net Leverage Ratio, the Senior Secured Net Leverage Ratio and testing the Total Net Leverage Ratio, amounts denominated in currencies a currency other than Dollars shall will be translated into converted to Dollars at the applicable currency exchange rates used in preparing Parent’s financial statements corresponding to the most recently delivered Test Period with respect to the applicable date of determination and will, in the case of Indebtedness, reflect the currency translation effects, determined in accordance with IFRS, of Swap Contracts permitted hereunder for currency exchange risks with respect to the applicable currency in effect on the date of determination of the Dollar equivalent of such Indebtedness. Notwithstanding anything to the contrary in this Agreement any (i) representation or warranty that would be untrue or inaccurate, (ii) any undertaking that would be breached or (iii) any event that would constitute a Default or an Event of Default, in each case, solely as a result of fluctuations in applicable currency exchange rates, shall not be deemed to be untrue, inaccurate, breached or so constituted, as applicable, solely as a result of such fluctuations in currency exchange rates; provided that this paragraph shall not apply to Events of Default relating to the breach of any covenant set forth in Section 6.27.08.

Currency Equivalents Generally. (a) For purposes of any determination under Article VIII, Article IX or Article X or any determination under any other provision of this Agreement requiring the use of a current exchange rate, all amounts incurred incurred, outstanding or proposed to be incurred or outstanding in currencies other than Dollars shall be translated into Dollars at currency exchange rates the Exchange Rate then in effect on the date of such determination; provided, however, that but (xi) for purposes of determining compliance with Article IX with respect to the amount of any DebtIndebtedness, Investment, Disposition, Distribution Restricted Payment or payment of Junior Debt under Section 9.7 in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt Indebtedness or Investment is incurred or Disposition, Distribution of Restricted Payment or payment of Junior Debt under Section 9.7 is made, (yii) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, if such Debt Indebtedness is incurred to Refinance other Debt Indebtedness denominated in a foreign currency, and such Refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt Indebtedness does not exceed the principal amount of such Debt Indebtedness being Refinanced, except by an amount equal to the accrued interest and premium thereon plus other amounts paid and fees and expenses incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder Refinanced and (ziii) for the avoidance of doubt, the foregoing provisions of this Section 1.9 shall otherwise apply to such Sections, including with respect to determining whether any Debt Indebtedness or Investment may be incurred or Disposition, Distribution Restricted Payment or payment of Junior Debt under Section 9.7 may be made at any time under such Sections. For purposes . (b) Unless the Majority Lenders give written notice to the Term Agent to their objection thereto within five Business Days after receiving notice thereof (and the Term Agent shall give notice thereof to the Lenders upon receipt from the Borrower of the Financial Covenant and testing the Total Net Leverage Rationotice of such a proposed change of construction), amounts in currencies other than Dollars this Agreement shall be translated into Dollars at subject to such reasonable changes of construction as the applicable exchange rates used Borrower may specify by written notice to the Term Agent to appropriately reflect a change in preparing the most recently delivered Section 6.2currency of any country and any relevant market conditions or practices relating to such change in currency.

Currency Equivalents Generally. (ai) For purposes of any determination under any provision of this Agreement requiring the use of a current exchange rate, all amounts incurred or proposed to be incurred in currencies other than Dollars shall be translated into Dollars at currency exchange rates then in effect on the date of such determination; provided, however, that (x) for purposes of determining compliance with Sections 7.01, 7.02 and 7.03 with respect to the any amount of any Debt, Investment, Disposition, Distribution Indebtedness or payment of Junior Debt Investment in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt Lien Indebtedness or Investment is incurred; provided that, for the avoidance of doubt, the foregoing provisions of this Section 1.08 shall otherwise apply to such Sections, including with respect to determining whether any Lien, Indebtedness or Investment may be incurred or Dispositionat any time under such Sections. (ii) For purposes of determining compliance under Article 7, Distribution any amount in a currency other than Dollars will be converted to Dollars in a manner consistent with that used in calculating net income in the Borrower’s annual financial statements delivered pursuant to Section 6.01(a); provided, however, that the foregoing shall not be deemed to apply to the determination of payment any amount of Junior Debt is made, Indebtedness. (ya) for For purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, the Dollar Equivalent of the principal amount of Indebtedness denominated in a foreign currency shall be calculated based on the Spot Rate in effect on the date such Indebtedness was incurred, in the case of term debt, or first committed, in the case of revolving credit debt; provided that if such Debt Indebtedness is incurred to Refinance extend, replace, refund, refinance, renew or defease other Debt Indebtedness denominated in a foreign currency, and such Refinancing extension, replacement, refunding, refinancing, renewal or defeasance would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency Dollars exchange rate in effect on the date of such Refinancingextension, replacement, refunding, refinancing, renewal or defeasance, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing Indebtedness does not exceed the principal amount of such Debt Indebtedness being Refinancedextended, except by an amount equal to the accrued interest and premium thereon plus other amounts paid and fees and expenses incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and (z) for the avoidance of doubtreplaced, the foregoing provisions of this Section 1.9 shall otherwise apply to such Sectionsrefunded, including with respect to determining whether any Debt refinanced, renewed or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sections. For purposes of the Financial Covenant and testing the Total Net Leverage Ratio, amounts in currencies other than Dollars shall be translated into Dollars at the applicable exchange rates used in preparing the most recently delivered Section 6.2defeased.

Currency Equivalents Generally. (a) For purposes of any determination under Article VIII, Article IX or Article X or any determination under any other provision of this Agreement requiring the use of a current exchange rate, all amounts incurred incurred, outstanding or proposed to be incurred or outstanding in currencies other than Dollars shall be translated into Dollars at currency exchange rates the Exchange Rate then in effect on the date of such determination; provided, however, that (x) for purposes of determining compliance with Article IX with respect to the amount of any DebtIndebtedness, Investment, Disposition, Distribution Restricted Payment or payment of Junior Debt under Section 9.7 in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt Indebtedness or Investment is incurred or Disposition, Distribution of Restricted Payment or payment of Junior Debt under Section 9.7 is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, if such Debt Indebtedness is incurred to Refinance other Debt Indebtedness denominated in a foreign currency, and such Refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt Indebtedness does not exceed the principal amount of such Debt Indebtedness being Refinanced, except by an amount equal to the accrued interest and premium thereon plus other amounts paid and fees and expenses incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder Refinanced and (z) for the avoidance of doubt, the foregoing provisions of this Section 1.9 1.8 shall otherwise apply to such Sections, including with respect to determining whether any Debt Indebtedness or Investment may be incurred or Disposition, Distribution Restricted Payment or payment of Junior Debt under Section 9.7 may be made at any time under such Sections. For purposes . (b) Each provision of the Financial Covenant and testing the Total Net Leverage Ratio, amounts in currencies other than Dollars this Agreement shall be translated into Dollars at subject to such reasonable changes of construction as the applicable exchange rates used Administrative Agent may from time to time specify with the Borrower’s consent (such consent not to be unreasonably withheld) to appropriately reflect a change in preparing the most recently delivered Section 6.2currency of any country and any relevant market conventions or practices relating to such change in currency.

Currency Equivalents Generally. (a) For purposes of any determination Unless otherwise specifically set forth in this Agreement, monetary amounts are in US Dollars. Any amounts denominated or reported under any provision of this Agreement requiring the use of a current exchange rate, all amounts incurred or proposed to be incurred Loan Document in currencies a currency other than US Dollars shall be translated into Dollars at currency exchange rates then in effect determined by the Administrative Agent or the Collateral Agent, as applicable, on a daily basis, based on the date of such determination; provided, however, that (x) for current Exchange Rate. For purposes of determining compliance with Sections 6.2, 6.3 and 6.7 with respect to the any amount of any Debt, Investment, Disposition, Distribution Indebtedness or payment of Junior Debt Investment in a currency other than US Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of currency exchange occurring after the time such Debt Indebtedness or Investment is incurred incurred, made or Dispositionacquired (so long as such Indebtedness or Investment, Distribution of payment of Junior Debt is madeat the time incurred, made or acquired, was permitted hereunder). (yb) for For purposes of determining compliance with any Dollarthe Consolidated Fixed Charge Coverage Ratio, the Interest Coverage Ratio, the Total Leverage Ratio, Excess Availability (to the extent used to calculate 90-denominated restriction on the incurrence of DebtDay Excess Availability, if such Debt is incurred to Refinance Historical Excess Availability and other Debt calculations for prior periods), 90-Day Excess Availability, Historical Excess Availability and Historical Average Utilization, amounts denominated in a foreign currency, and such Refinancing would cause currency other than US Dollars will be converted to US Dollars at the currency exchange rates used in preparing Mid-Holdings’ financial statements corresponding to the Test Period with respect to the applicable Dollar-denominated restriction to be exceeded if calculated at date of determination and will, in the relevant case of Indebtedness, reflect the currency translation effects, determined in accordance with GAAP, of Hedge Agreements permitted hereunder for currency exchange rate risks with respect to the applicable currency in effect on the date of determination of the US Dollar Equivalent of such RefinancingIndebtedness. (c) The Administrative Agent shall determine the Exchange Rate as of each Revaluation Date to be used for calculating US Dollar Equivalent of any Borrowing denominated in an Approved Currency (other than US Dollars). Such Exchange Rate shall become effective as of such Revaluation Date, such Dollar-denominated restriction and shall be deemed not the Exchange Rate employed until the next Revaluation Date to have been exceeded so long as occur. The Administrative Agent shall notify the principal amount Borrowers and the Lenders of such Refinanced Debt does not exceed the principal amount of such Debt being Refinanced, except by an amount equal to the accrued interest and premium thereon plus other amounts paid and fees and expenses incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and (z) for the avoidance of doubt, the foregoing provisions of this Section 1.9 shall otherwise apply to such Sections, including with respect to determining whether any Debt or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sections. For purposes each calculation of the Financial Covenant and testing the Total Net Leverage Ratio, amounts US Dollar Equivalent of each Borrowing denominated in currencies an Approved Currency (other than Dollars shall be translated into Dollars at the applicable exchange rates used in preparing the most recently delivered Section 6.2US Dollars).

Currency Equivalents Generally. (a) For purposes of any determination under Xxxxxxx 0, Xxxxxxx 00 (xxxxx than Section 10.11) or Section 11 or any determination under any other provision of this Agreement requiring the use of a current exchange rate, all amounts incurred incurred, outstanding or proposed to be incurred or outstanding in currencies other than Dollars shall be translated into Dollars at currency exchange rates the Exchange Rate then in effect on the date of such determination; provided, however, that (x) for purposes of determining compliance with Section 10 with respect to the amount of any DebtIndebtedness, Investment, Disposition, Distribution Dividend or payment of Junior Debt under Section 10.7 in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt Indebtedness or Investment is incurred or Disposition, Distribution of Dividend or payment of Junior Debt under Section 10.7 is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, if such Debt Indebtedness is incurred to Refinance other Debt Indebtedness denominated in a foreign currency, and such Refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt Indebtedness does not exceed the principal amount of such Debt Indebtedness being Refinanced, except by an amount equal to the accrued interest and premium thereon plus other amounts paid and fees and expenses incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder Refinanced and (z) for the avoidance of doubt, the foregoing provisions of this Section 1.9 1.8 shall otherwise apply to such Sections, including with respect to determining whether any Debt Indebtedness or Investment may be incurred or Disposition, Distribution Dividend or payment of Junior Debt under Section 10.7 may be made at any time under such Sections. For purposes of the Financial Covenant and testing the Total Net Leverage RatioSection 10.11, amounts in currencies other than Dollars shall be translated into Dollars at the applicable exchange rates used in preparing the most recently delivered financial statements pursuant to Section 6.29.1(a) or (b). (b) Notwithstanding anything to the contrary herein, for purposes of determining compliance with any test or covenant contained in this Agreement with respect to any period during which any Specified Transaction occurs, the Consolidated Total Debt to Consolidated EBITDAX Ratio shall be calculated with respect to such period and such Specified Transaction on a Pro Forma Basis. (c) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Borrower’s consent (such consent not to be unreasonably withheld) to appropriately reflect a change in currency of any country and any relevant market conventions or practices relating to such change in currency.

Currency Equivalents Generally. (a) For Notwithstanding anything to the contrary in clause (b) below, for purposes of any determination under any provision of this Agreement requiring the use of a current exchange rateArticle 5, all amounts incurred or proposed to be incurred in currencies Article 6 (other than Dollars shall be translated into Dollars at currency exchange rates then in effect on Section 6.15 and the date calculation of such determination; provided, however, that (x) compliance with any financial ratio for purposes of determining compliance taking any action hereunder) or Article 7 with respect to the amount of any DebtIndebtedness, Lien, Restricted Payment, Restricted Debt Payment, Investment, Disposition, Distribution Affiliate transaction or payment other transaction, event or circumstance, or any determination under any other provision of Junior Debt this Agreement (any of the foregoing, a “relevant transaction”), in a currency other than Dollars, no Default or Event (i) the Dollar equivalent amount of Default a relevant transaction in a currency other than Dollars shall be deemed to have occurred solely as a result of changes in rates calculated based on the rate of exchange occurring after quoted by the time Bloomberg Foreign Exchange Rates & World Currencies Page (or any successor page thereto, or in the event such rate does not appear on any Bloomberg Page, by reference to such other publicly available service for displaying exchange rates as may be agreed upon by the Administrative Agent and the Company) for such foreign currency, as in effect at 11:00 a.m. (London time) on the date of such relevant transaction (which, in the case of any Restricted Payment, Restricted Debt Payment, Investment, Disposition or Investment incurrence of Indebtedness, shall be determined as set forth in Section 1.04(e)); provided, that if any Indebtedness is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of Debtand, if such Debt is incurred applicable, associated Lien granted) to Refinance refinance or replace other Debt Indebtedness denominated in a foreign currencycurrency other than Dollars, and such Refinancing the relevant refinancing or replacement would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancingrefinancing or replacement, [[5470263]] such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing or replacement Indebtedness (and, if applicable, associated Lien granted) does not exceed an amount sufficient to repay the principal amount of such Debt Indebtedness being Refinancedrefinanced or replaced, except by an amount equal to the (x) unpaid accrued interest interest, penalties and premium premiums (including tender premiums) thereon plus underwriting discounts and other amounts paid and fees customary fees, commissions and expenses (including upfront fees, original issue discount or initial yield payment) incurred in connection with such Refinancing plus an amount equal to refinancing or replacement, (y) any existing commitment commitments unutilized and letters of credit undrawn thereunder and (z) additional amounts permitted to be incurred under Section 6.01 and (ii) for the avoidance of doubt, no Default or Event of Default shall be deemed to have occurred solely as a result of a change in the foregoing provisions rate of this Section 1.9 shall otherwise apply to currency exchange occurring after the time of any relevant transaction so long as such Sectionsrelevant transaction was permitted at the time incurred, including with respect to determining whether any Debt made, acquired, committed, entered or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sectionsdeclared as set forth in clause (i). For purposes of Section 6.15 and the Financial Covenant and testing calculation of compliance with any financial ratio for purposes of taking any action hereunder (including for purposes of calculating compliance with the Total Net Leverage RatioIncremental Cap) on any relevant date of determination, amounts denominated in currencies other than Dollars shall be translated into Dollars at the applicable currency exchange rates rate used in preparing the most recently financial statements delivered pursuant to Sections 5.01(a) or (b) (or, prior to the first such delivery, the financial statements referred to in Section 6.23.04), as applicable, for the relevant Test Period. Notwithstanding the foregoing or anything to the contrary herein, to the extent that the Company would not be in compliance with Section 6.15(a) if any Indebtedness denominated in a currency other than Dollars were to be translated into Dollars on the basis of the applicable currency exchange rate used in preparing the financial statements delivered pursuant to Section 5.01(a) or (b), as applicable, for the relevant Test Period, but would be in compliance with Section 6.15(a) if such Indebtedness that is denominated in a currency other than in Dollars were instead translated into Dollars on the basis of the average relevant currency exchange rates over such Test Period (taking into account the currency translation effects, determined in accordance with GAAP, of Hedge Agreements permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar equivalent amount of such Indebtedness), then, solely for purposes of compliance with Section 6.15(a), the First Lien Leverage Ratio as of the last day of such Test Period shall be calculated on the basis of such average relevant currency exchange rates. (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Company’s consent to appropriately reflect a change in currency of any country and any relevant market convention or practice relating to such change in currency.

Currency Equivalents Generally. (a) For purposes of any determination under Section 9, Section 10 (other than for purposes of calculating the Consolidated First Lien Debt to Consolidated EBITDA Ratio, the Consolidated Secured Debt to Consolidated EBITDA Ratio, the Consolidated Total Debt to Consolidated EBITDA Ratio or the Consolidated EBITDA to Fixed Charges Ratio) or Section 11 or any determination under any other provision of this Agreement requiring the use of a current exchange rate, all amounts incurred Incurred (or in the case of any delayed draw or revolving credit facility, the date first committed or first Incurred (whichever yields the lower Dollar Equivalent) or proposed to be incurred Incurred (or committed) in currencies other than Dollars shall be translated into Dollars at currency exchange rates the Exchange Rate then in effect on the date of such determination; provided, however, that (x) for purposes of determining compliance with Section 10 with respect to the amount of any DebtIndebtedness, Investment, Disposition, Distribution Restricted Payment or payment of Junior Debt under Section 10.7 in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt Indebtedness or Investment is incurred Incurred (or committed) or Disposition, Distribution of Restricted Payment or payment of Junior Debt under Section 10.7 is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence Incurrence (or commitment) of DebtIndebtedness, if such Debt Indebtedness is incurred Incurred (or committed) to Refinance other Debt Indebtedness denominated in a foreign currency, and such Refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate Exchange Rate in effect on the date of such Refinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount (or accreted amount) of the Indebtedness that is Incurred (or committed) to Refinance such Refinanced Debt Indebtedness does not exceed the principal amount (or accreted amount) of such Debt Indebtedness being Refinanced, except by an amount equal to the accrued interest interest, dividends and premium (including tender premiums), if any, thereon plus defeasance costs, underwriting discounts and other amounts paid and fees and expenses incurred (including OID, closing payments, upfront fees and similar fees) Incurred (or committed) in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder plus additional amounts permitted to be incurred under Section 10.1 and (z) for the avoidance of doubt, the foregoing provisions of this Section 1.9 1.8 shall otherwise apply to such Sections, including with respect to determining whether any Debt Indebtedness or Investment may be incurred Incurred (or committed) or Disposition, Distribution Restricted Payment or payment of Junior Debt under Section 10.7 may be made at any time under such Sections. For purposes of calculating the Financial Covenant Consolidated First Lien Debt to Consolidated EBITDA Ratio, the Consolidated Secured Debt to Consolidated EBITDA Ratio, the Consolidated Total Debt to Consolidated EBITDA Ratio and testing the Total Net Leverage Consolidated EBITDA to Fixed Charges Ratio, amounts in currencies other than Dollars shall be translated into Dollars at the applicable exchange rates used in preparing the most recently delivered financial statements pursuant to Section 6.29.1(a) or Section 9.1(b), or, prior to the Closing Date, the Historical Financial Statements, as applicable, for the relevant Test Period and will, with respect to any Indebtedness, reflect the currency translation effects, determined in accordance with GAAP, of any Hedging Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar equivalent amount of such Indebtedness. Any determinations as to the Dollar Equivalent of Revolving Credit Loans or Letters of Credit denominated in an Alternative Currency, the amount of fees owing in respect of Letters of Credit denominated in an Alternative Currency and the amount of Unpaid Drawings owing to the Letter of Credit Issuer shall be made by the Administrative Agent as of the most recent Revaluation Date and such determination shall be conclusive absent manifest error. (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Borrower’s consent (such consent not to be unreasonably withheld) to appropriately reflect a change in currency of any country and any relevant market conventions or practices relating to such change in currency. (c) The Administrative Agent or any Letter of Credit Issuer, as applicable, shall use the Exchange Rates as of each Revaluation Date for the purpose of calculating Dollar Equivalent amounts of the Revolving Credit Exposure denominated in Alternative Currencies. Such Exchange Rates shall become effective as of such Revaluation Date and shall be the Exchange Rates employed in converting any amounts between the applicable currencies for such purposes until the next Revaluation Date to occur. (d) The Borrower may from time to time request that additional currencies, other than those specifically listed in the definition of the term “Alternative Currency” shall become “Alternative Currencies”; provided that such requested currency is a lawful currency (other than Dollars) that is readily available and freely transferable and convertible into Dollars or otherwise reasonably acceptable to each Revolving Credit Lender. In the case of any such request with respect to the making of Fixed Rate Loans, such request shall be subject to the approval of the Administrative Agent and, if applicable, the Revolving Credit Lenders; and in the case of any such request with respect to the issuance of Letters of Credit, such request shall be subject to the approval of the Administrative Agent and each Letter of Credit Issuer. Any such request shall be made to the Administrative Agent not later than 11:00 a.m., New York City time, 15 Business Days prior to the date on which such currency is proposed to become an Alternative Currency (or such other time or date as may be agreed by the Administrative Agent and, in the case of any such request pertaining to Letters of Credit, each Letter of Credit Issuer, in its or their sole discretion). In the case of any such request pertaining to Fixed Rate Loans, the Administrative Agent shall promptly, if applicable, notify each Revolving Credit Lenders thereof; and in the case of any such request pertaining to Letters of Credit, the Administrative Agent shall promptly notify the Letter of Credit Issuer thereof. Each Revolving Credit Lenders (in the case of any such request pertaining to Fixed Rate Loans) or, if applicable, the Letter of Credit Issuer (in the case of a request pertaining to Letters of Credit) shall notify the Administrative Agent, not later than 11:00 a.m., New York City time, 5 Business Days after receipt of such request whether it consents, in its sole discretion, to the making of Fixed Rate Loans or the issuance of Letters of Credit, as the case may be in such requested currency. Any failure by a Revolving Credit Lender or the Letter of Credit Issuer, as the case may be, to respond to such request within the time period specified in the preceding sentence shall be deemed to be a refusal by such Lender or the Letter of Credit Issuer, as the case may be, to permit Fixed Rate Loans to be made or Letters of Credit to be issued in such requested currency. If the Administrative Agent and, if applicable, all the Revolving Credit Lenders consent to making Fixed Rate Loans in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes hereof; and if the Administrative Agent and each Letter of Credit Issuer consent to the issuance of Letters of Credit in such requested currency, the Administrative Agent shall so notify the Borrower and such currency shall thereupon be deemed for all purposes to be an Alternative Currency hereunder for purposes of any Letter of Credit issuances. If the Administrative Agent shall fail to obtain consent to any request for an additional currency under this Section 1.8(d), the Administrative Agent shall promptly so notify the Borrower.

Currency Equivalents Generally. (a) Unless otherwise specifically set forth in this Agreement, monetary amounts are in US Dollars. Any amounts denominated or reported under a Loan Document in a currency other than US Dollars, including the Loans and Letters of Credit hereunder denominated in Canadian Dollars, shall, except as otherwise provided, be calculated based upon the US Dollar Equivalent thereof, and be determined by the Agent on a daily basis, based on the current Exchange Rate. For the purposes of determining any determination under threshold amount forming any provision part of this Agreement requiring the use any representation or warranty, covenant or Event of a current exchange rateDefault, all relevant amounts incurred or proposed to be incurred denominated in currencies other than Canadian Dollars shall be translated into Dollars at currency exchange rates then in effect on the date calculated, as of such time of determination; provided, however, that (x) for at the US Dollar Equivalent thereof. For purposes of determining compliance with Sections 6.2, 6.3 and 6.7 with respect to the any amount of any Debt, Investment, Disposition, Distribution Indebtedness or payment of Junior Debt Investment in a currency other than US Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of currency exchange occurring after the time such Debt Indebtedness or Investment is incurred incurred, made or Dispositionacquired (so long as such Indebtedness or Investment, Distribution of payment of Junior Debt at the time incurred, made or acquired, was permitted hereunder). Notwithstanding anything herein to the contrary, if any Obligation is madefunded and expressly denominated in a currency other than US Dollars, Borrowers shall repay such Obligation in such other currency. (yb) for For purposes of determining compliance with any Dollarthe Consolidated Fixed Charge Coverage Ratio, the Interest Coverage Ratio, the First Lien Leverage Ratio, the Total Leverage Ratio, Excess Availability (to the extent used to calculate 30-denominated restriction on the incurrence of DebtDay Excess Availability, if such Debt is incurred to Refinance Historical Excess Availability and other Debt calculations for prior periods), 30-Day Excess Availability, Historical Excess Availability and Historical Average Utilization, amounts denominated in a foreign currency, and such Refinancing would cause currency other than US Dollars will be converted to US Dollars at the currency exchange rates used in preparing Holdings’ financial statements corresponding to the Relevant Reference Period with respect to the applicable Dollar-denominated restriction to be exceeded if calculated at date of determination and will, in the relevant case of Indebtedness, reflect the currency translation effects, determined in accordance with GAAP, of Hedge Agreements permitted hereunder for currency exchange rate risks with respect to the applicable currency in effect on the date of such Refinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as determination of the principal amount US Dollar Equivalent of such Refinanced Debt does not exceed the principal amount of such Debt being Refinanced, except by an amount equal to the accrued interest and premium thereon plus other amounts paid and fees and expenses incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and (z) for the avoidance of doubt, the foregoing provisions of this Section 1.9 shall otherwise apply to such Sections, including with respect to determining whether any Debt or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sections. For purposes of the Financial Covenant and testing the Total Net Leverage Ratio, amounts in currencies other than Dollars shall be translated into Dollars at the applicable exchange rates used in preparing the most recently delivered Section 6.2Indebtedness.

Currency Equivalents Generally. (a) For Notwithstanding anything to the contrary in clause (b) below, for purposes of any determination under any provision of this Agreement requiring the use of a current exchange rateArticle 5, all amounts incurred or proposed to be incurred in currencies Article 6 (other than Dollars shall be translated into Dollars at currency exchange rates then in effect on Section 6.15 and the date calculation of such determination; provided, however, that (x) compliance with any financial ratio for purposes of determining compliance taking any action hereunder) or Article 7 with respect to the amount of any DebtIndebtedness, Lien, Restricted Payment, Restricted Debt Payment, Investment, Disposition, Distribution Sale and Lease-Back Transaction, affiliate transaction or payment other transaction, event or circumstance, or any determination under any other provision of Junior Debt this Agreement (any of the foregoing, a “relevant transaction”), in a currency other than Dollars, no Default or Event (i) the Dollar equivalent amount of Default a relevant transaction in a currency other than Dollars shall be deemed to have occurred solely as a result of changes in rates calculated based on the rate of exchange occurring after quoted by the time Bloomberg Foreign Exchange Rates & World Currencies Page (or any successor page thereto, or in the event such rate does not appear on any Bloomberg Page, by reference to such other publicly available service for displaying exchange rates as may be agreed upon by the Administrative Agent and the Borrower) for such foreign currency, as in effect at 11:00 a.m. (London time) on the date of such relevant transaction (which, in the case of any Restricted Payment, Restricted Debt Payment, Investment, Disposition or Investment incurrence of Indebtedness, shall be determined as set forth in Section 1.04(e)); provided, that if any Indebtedness is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of Debtand, if such Debt is incurred applicable, associated Lien granted) to Refinance refinance or replace other Debt Indebtedness denominated in a foreign currencycurrency other than Dollars, and such Refinancing the relevant refinancing or replacement would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancingrefinancing or replacement, such Dollar-Dollar- denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing or replacement Indebtedness (and, if applicable, associated Lien granted) does not exceed an amount sufficient to repay the principal amount of such Debt Indebtedness being Refinancedrefinanced or replaced, except by an amount equal to the (x) unpaid accrued interest interest, penalties and premium premiums (including tender premiums) thereon plus underwriting discounts and other amounts paid and fees customary fees, commissions and expenses (including upfront fees, original issue discount or initial yield payment) incurred in connection with such Refinancing plus an amount equal to refinancing or replacement, (y) any existing commitment commitments unutilized and letters of credit undrawn thereunder and (z) additional amounts permitted to be incurred under Section 6.01 and (ii) for the avoidance of doubt, no Default or Event of Default shall be deemed to have occurred solely as a result of a change in the foregoing provisions rate of this Section 1.9 shall otherwise apply to currency exchange occurring after the time of any relevant transaction so long as such Sectionsrelevant transaction was permitted at the time incurred, including with respect to determining whether any Debt made, acquired, committed, entered or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sectionsdeclared as set forth in clause (i). For purposes of Section 6.15 and the Financial Covenant and testing the Total Net Leverage Ratiocalculation of compliance with any financial ratio for purposes of taking any action hereunder on any relevant date of determination, amounts denominated in currencies other than Dollars shall be translated into Dollars at the applicable currency exchange rates rate used in preparing the most recently financial statements delivered pursuant to Sections 5.01(a) or (b) (or, prior to the first such delivery, the financial statements referred to in Section 6.23.04), as applicable, for the relevant Test Period. Notwithstanding the foregoing or anything to the contrary herein, to the extent that the Borrower would not be in compliance with Section 6.15(a) if any Indebtedness denominated in a currency other than Dollars were to be translated into Dollars on the basis of the applicable currency exchange rate used in preparing the financial statements delivered pursuant to Section 5.01(a) or (b), as applicable, for the relevant Test Period, but would be in compliance with Section 6.15(a) if such Indebtedness that is denominated in a currency other than in Dollars were instead translated into Dollars on the basis of the average relevant currency exchange rates over such Test Period (taking into account the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar equivalent amount of such Indebtedness), then, solely for purposes of compliance with Section 6.15(a), the First Lien Leverage Ratio as of the last day of such Test Period shall be calculated on the basis of such average relevant currency exchange rates. (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Borrower’s consent to appropriately reflect a change in currency of any country and any relevant market convention or practice relating to such change in currency.

Currency Equivalents Generally. (a) For any purposes hereunder, the principal amount of any determination under any provision of this Agreement requiring the use of Indebtedness denominated in a current exchange rate, all amounts incurred or proposed to be incurred in currencies currency other than Dollars shall be translated into Dollars calculated at all times based on the relevant currency exchange rates then rate in effect on the date such Indebtedness was incurred, in the case of term debt (provided that the principal amount of term loans incurred under the First Lien Credit Agreement on the date hereof in a currency other than Dollars shall be calculated based on the relevant exchange rate in effect on the date such determination; providedterm loans were allocated in primary syndication, however, that which rate was 1.08695652173913 (x) for purposes of determining compliance with respect rounded upward to the amount nearest Dollar)), or first committed, in the case of any Debt, Investment, Disposition, Distribution or payment of Junior Debt revolving credit debt; provided that if such Indebtedness is incurred to refinance other Indebtedness denominated in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt or Investment is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of Debt, if such Debt is incurred to Refinance other Debt denominated in a foreign currency, and such Refinancing refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancingrefinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing Indebtedness does not exceed (i) the principal amount of such Debt Indebtedness being Refinancedrefinanced (plus unused commitments thereunder) plus (without duplication) (ii) the amount of any accrued and unpaid interest, except by an amount equal to the accrued interest and premium thereon plus other amounts paid and fees any fees, costs and expenses and premiums associated therewith or incurred in connection with the incurrence of such Refinancing plus an refinancing Indebtedness, and any other reasonable amount equal paid in connection therewith. The principal amount of any Indebtedness incurred to any existing commitment unutilized and letters refinance other Indebtedness, if incurred in a different currency from the Indebtedness being refinanced, shall at all times be calculated based on the currency exchange rate applicable to the currencies in which such respective Indebtedness is denominated that is in effect on the date of credit undrawn thereunder and (z) for the avoidance of doubt, the foregoing provisions of this Section 1.9 shall otherwise apply to such Sections, including with respect to determining whether any Debt or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sections. For purposes of the Financial Covenant and testing the Total Net Leverage Ratio, amounts in currencies other than Dollars shall be translated into Dollars at the applicable exchange rates used in preparing the most recently delivered Section 6.2refinancing.

Currency Equivalents Generally. (a) For purposes of any determination under any provision of this Agreement requiring the use of a current exchange rateArticle V, all amounts incurred or proposed to be incurred in currencies Article VI (other than Dollars shall be translated into Dollars at currency exchange rates then in effect on Section 6.15(a) and the date calculation of such determination; provided, however, that (x) compliance with any financial ratio for purposes of determining compliance taking any action hereunder) or Article VII with respect to the amount of any DebtIndebtedness, Lien, Restricted Payment, Restricted Debt Payment, Investment, Disposition, Distribution Sale and Lease-Back Transaction, affiliate transaction or payment other transaction, event or circumstance, or any determination under any other provision of Junior Debt this Agreement, (any of the foregoing, a “specified transaction”), in a currency other than Dollars, no Default (i) the Dollar equivalent amount of a specified transaction in a currency other than Dollars shall be calculated based on the rate of exchange quoted by the Bloomberg Foreign Exchange Rates & World Currencies Page (or Event any successor page thereto, or in the event such rate does not appear on any Bloomberg Page, by reference to such other publicly available service for displaying exchange rates as may be agreed upon by the Administrative Agent and the Borrower) for such foreign currency, as in effect at 11:00 a.m. (London time) on the date of Default such specified transaction (which, in the case of any Restricted Payment, shall be deemed to have occurred solely as a result be the date of changes the declaration thereof and, in rates the case of exchange occurring after the time such Debt or Investment is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, shall be deemed to be on the date first committed); provided, that if any Indebtedness is incurred (and, if such Debt is incurred applicable, associated Lien granted) to Refinance refinance or replace other Debt Indebtedness denominated in a foreign currencycurrency other than Dollars, and such Refinancing the relevant refinancing or replacement would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancingrefinancing or replacement, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing or replacement Indebtedness (and, if applicable, associated Lien granted) does not exceed an amount sufficient to repay the principal amount of such Debt Indebtedness being Refinancedrefinanced or replaced, except by an amount equal to the (x) unpaid accrued interest and premium premiums (including tender premiums) thereon plus other amounts paid reasonable and customary fees and expenses (including upfront fees and original issue discount) incurred in connection with such Refinancing plus an amount equal to refinancing or replacement, (y) any existing commitment commitments unutilized and letters of credit undrawn thereunder and (z) additional amounts permitted to be incurred under Section 6.01 and (ii) for the avoidance of doubt, no Default or Event of Default shall be deemed to have occurred solely as a result of a change in the foregoing provisions rate of this Section 1.9 shall otherwise apply to currency exchange occurring after the time of any specified transaction so long as such Sectionsspecified transaction was permitted at the time incurred, including with respect to determining whether any Debt made, acquired, committed, entered or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sectionsdeclared as set forth in clause (i). For purposes of Section 6.15(a) and the Financial Covenant and testing the Total Net Leverage Ratiocalculation of compliance with any financial ratio for purposes of taking any action hereunder, on any relevant date of determination, amounts denominated in currencies other than Dollars shall be translated into Dollars at the applicable currency exchange rates rate used in preparing the financial statements delivered pursuant to Sections 5.01(a) or (b) (or, prior to the first such delivery, the financial statements referred to in Section 3.04), as applicable, for the relevant Test Period and will, with respect to any Indebtedness, reflect the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar equivalent amount of such Indebtedness; provided that the amount of any Indebtedness that is subject to a Debt FX Hedge shall be determined in accordance with the definition of “Consolidated Total Debt.” Notwithstanding the foregoing or anything to the contrary herein, to the extent that the Borrower would not be in compliance with Section 6.15(a) if any Indebtedness denominated in a currency other than Dollars were to be translated into Dollars on the basis of the applicable currency exchange rate used in preparing the financial statements delivered pursuant to Section 5.01(a) or (b), as applicable, for the relevant Test Period, but would be in compliance with Section 6.15(a) if such Indebtedness that is denominated in a currency other than in Dollars were instead translated into Dollars on the basis of the average relevant currency exchange rates over such Test Period (taking into account the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar equivalent amount of such Indebtedness), then, solely for purposes of compliance with Section 6.15(a), the Secured Leverage Ratio as of the last day of such Test Period shall be calculated on the basis of such average relevant currency exchange rates; provided that the amount of any Indebtedness that is subject to a Debt FX Hedge shall be determined in accordance with the definition of “Consolidated Total Debt.” (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Borrower’s consent to appropriately reflect a change in currency of any country and any relevant market convention or practice relating to such change in currency. (c) If any Revolving Loan is made in any Alternative Currency, the Administrative Agent shall determine the Dollar equivalent of each amount denominated in an Alternative Currency as of the most recently delivered recent applicable Revaluation Date using the rate of exchange described in Section 6.21.08(a) for such Alternative Currency in relation to Dollars, and each such amount shall, except as provided in the succeeding sentence of this clause (c), be the Dollar equivalent of such Revolving Loan until the next Revaluation Date. The Administrative Agent or Issuing Bank, as applicable, shall determine the Dollar equivalent of any Letter of Credit (or obligations in respect thereof) denominated in an Alternative Currency as of the most recent applicable Revaluation Date using the rate of exchange described in Section 1.08(a) for such Alternative Currency in relation to Dollars, and each such amount shall be the Dollar equivalent of such Letter of Credit until the next required calculation pursuant to this sentence. (d) Wherever in this Agreement in connection with a Borrowing, conversion, continuation or prepayment of a LIBO Rate Loan or the issuance, amendment or extension of a Letter of Credit, an amount, such as a required minimum or multiple amount, is expressed in Dollars, but such Borrowing, LIBO Rate Loan or Letter of Credit is denominated in an Alternative Currency such amount shall be the relevant Dollar equivalent of such Alternative Currency (rounded to the nearest unit of such Alternative Currency, with 0.5 of a unit being rounded upward), as determined by the Administrative Agent or the Issuing Bank, as the case may be.

Currency Equivalents Generally. (a) For purposes of any determination under any provision of this Agreement requiring the use of a current exchange rate, all amounts incurred or proposed to be incurred in currencies other than Dollars shall be translated into Dollars at currency exchange rates then in effect on the date of such determination; provided, however, that (x) for purposes of determining compliance with Sections 7.01, 7.02 and 7.03 with respect to the any amount of any DebtLien, Investment, Disposition, Distribution Indebtedness or payment of Junior Debt Investment in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of currency exchange occurring after the time such Debt Lien, Indebtedness or Investment is incurred (so long as such Indebtedness or DispositionInvestment, Distribution at the time incurred, made or acquired, was permitted hereunder). (b) For purposes of payment this Agreement and the other Loan Documents, where the permissibility of Junior Debt is madea transaction or determinations of required actions or circumstances depend upon compliance with, or are determined by reference to, amounts stated in Dollars, any requisite currency translation shall be based on the rate of exchange between the applicable currency and Dollars as reasonably determined by the U.S. Borrower, in each case in effect on the Business Day immediately preceding the date of such transaction or determination (ysubject to clauses (c) for and (d) below) and shall not be affected by subsequent fluctuations in exchange rates. (c) For purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, the Dollar-equivalent principal amount of Indebtedness denominated in a foreign currency shall be calculated based on the Exchange Rate in effect on the date such Indebtedness was incurred, in the case of term debt, or first committed, in the case of revolving credit debt (or, in the case of an LCA Election, on the date of the applicable LCA Test Date); provided that, if such Debt Indebtedness is incurred to Refinance refinance other Debt Indebtedness denominated in a foreign currency, and such Refinancing refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate Exchange Rate in effect on the date of such Refinancingrefinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt Indebtedness so refinanced does not exceed the principal amount of such Debt Indebtedness being Refinancedrefinanced. Notwithstanding the foregoing, except by an the principal amount equal of any Indebtedness incurred to the accrued interest and premium thereon plus refinance other amounts paid and fees and expenses Indebtedness, if incurred in connection with a different currency from the Indebtedness being refinanced, shall be calculated based on the Exchange Rate that is in effect on the date of such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and refinancing. (zd) for the avoidance of doubt, the foregoing provisions of this Section 1.9 shall otherwise apply to such Sections, including with respect to determining whether any Debt or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sections. For purposes of determining the Financial Covenant and testing First Lien Net Leverage Ratio, the Total Net Leverage Ratio and the Interest Coverage Ratio, including Consolidated Adjusted EBITDA when calculating such ratios, all amounts denominated in currencies a currency other than Dollars shall will be translated into converted to Dollars for any purpose (including testing the any financial maintenance covenant) at the effective rate of exchange in respect thereof reflected in the consolidated financial statements of the U.S. Borrower for the applicable Test Period for which such measurement is being made, and will reflect the currency translation effects, determined in accordance with GAAP, of Hedge Agreements permitted hereunder for currency exchange rates used risks with respect to the applicable currency in preparing effect on the most recently delivered Section 6.2date of determination of the Dollar equivalent of such Indebtedness.

Currency Equivalents Generally. (a) For purposes of any determination under Section 9, Section 10 (other than for purposes of calculating the Consolidated First Lien Debt to Consolidated EBITDA Ratio, the Consolidated Secured Debt to Consolidated EBITDA Ratio, the Consolidated Total Debt to Consolidated EBITDA Ratio or the Consolidated EBITDA to Consolidated Interest Expense Ratio) or Section 12 or any determination under any other provision of this Agreement requiring the use of a current exchange rate, all amounts incurred Incurred or proposed to be incurred Incurred in currencies other than U.S. Dollars shall be translated into U.S. Dollars at currency exchange rates the Exchange Rate then in effect on the date of such determination; provided, however, that (x) for purposes of determining compliance with Section 10 with respect to the amount of any DebtIndebtedness, Investment, Disposition, Distribution Restricted Payment or payment of Junior Debt under Section 10.7 in a currency other than U.S. Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt Indebtedness or Investment is incurred Incurred or Disposition, Distribution of Restricted Payment or payment of Junior Debt under Section 10.7 is made, (y) for purposes of determining compliance with any U.S. Dollar-denominated restriction on the incurrence Incurrence of DebtIndebtedness, if such Debt Indebtedness is incurred Incurred to Refinance other Debt Indebtedness denominated in a foreign currency, and such Refinancing would cause the applicable U.S. Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate Exchange Rate in effect on the date of such Refinancing, such U.S. Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount (or accreted amount) of the Indebtedness that is Incurred to Refinance such Refinanced Debt Indebtedness does not exceed the principal amount (or accreted amount) of such Debt Indebtedness being Refinanced, except by an amount equal to the accrued interest interest, dividends and premium (including tender premiums), if any, thereon plus defeasance costs, underwriting discounts and other amounts paid and fees and expenses (including OID, closing payments, upfront fees and similar fees) incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and (z) for the avoidance of doubt, the foregoing provisions of this Section 1.9 1.8 shall otherwise apply to such Sections, including with respect to determining whether any Debt Indebtedness or Investment may be incurred Incurred or Disposition, Distribution Restricted Payment or payment of Junior Debt under Section 10.7 may be made at any time under such Sections. For purposes of calculating the Financial Covenant Consolidated First Lien Debt to Consolidated EBITDA Ratio, the Consolidated Secured Debt to Consolidated EBITDA Ratio, the Consolidated Total Debt to Consolidated EBITDA Ratio and testing the Total Net Leverage Consolidated EBITDA to Consolidated Interest Expense Ratio, amounts in currencies other than Dollars shall be translated into U.S. Dollars at the applicable exchange rates used in preparing the most recently delivered financial statements pursuant to Section 6.29.1(a) or Section 9.1(b) or, prior to the Closing Date, the Historical Financial Statements. (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Borrower’s consent (such consent not to be unreasonably withheld) to appropriately reflect a change in currency of any country and any relevant market conventions or practices relating to such change in currency.

Currency Equivalents Generally. (a) For purposes of any determination under any provision of this Agreement requiring the use of a current exchange rateArticle 1, all amounts incurred or proposed to be incurred in currencies Article 5, Article 6 (other than Dollars shall be translated into Dollars at currency exchange rates then in effect on Section 6.15(a) or (b) and the date calculation of such determination; provided, however, that (x) compliance with any financial ratio for purposes of determining compliance taking any action hereunder) or Article 7 with respect to the amount of any DebtIndebtedness, Lien, Restricted Payment, Restricted Debt Payment, Investment, Disposition, Distribution Affiliate transaction or payment other transaction, event or circumstance, or any determination under any other provision of Junior Debt this Agreement, (any of the foregoing, a “specified transaction”), in a currency other than Dollars, no Default (i) the Dollar equivalent amount of a specified transaction in a currency other than Dollars shall be calculated based on the rate of exchange quoted by the Bloomberg Foreign Exchange Rates & World Currencies Page (or Event any successor page thereto, or in the event such rate does not appear on any Bloomberg Page, by reference to such other publicly available service for displaying exchange rates as may be agreed upon by the Administrative Agent and the Borrower) for such foreign currency, as in effect at 11:00 a.m. (London time) on the date of Default such specified transaction (which, in the case of any Restricted Payment, shall be deemed to have occurred solely as a result be the date of changes the declaration thereof and, in rates the case of exchange occurring after the time such Debt or Investment is incurred or Disposition, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of DebtIndebtedness, shall be deemed to be on the date first committed); provided, that if any Indebtedness is incurred (and, if such Debt is incurred applicable, associated Lien granted) to Refinance refinance or replace other Debt Indebtedness denominated in a foreign currencycurrency other than Dollars, and such Refinancing the relevant refinancing or replacement would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancingrefinancing or replacement, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt refinancing or replacement Indebtedness (and, if applicable, associated Lien granted) does not exceed an amount sufficient to repay the principal amount of such Debt Indebtedness being Refinancedrefinanced or replaced, except by an amount equal to the (x) unpaid accrued interest and premium premiums (including tender premiums) thereon plus other amounts paid reasonable and customary fees and expenses (including upfront fees and original issue discount) incurred in connection with such Refinancing plus an amount equal to refinancing or replacement, (y) any existing commitment commitments unutilized and letters of credit undrawn thereunder and (z) additional amounts permitted to be incurred under Section 6.01 and (ii) for the avoidance of doubt, no Default or Event of Default shall be deemed to have occurred solely as a result of a change in the foregoing provisions rate of this Section 1.9 shall otherwise apply to currency exchange occurring after the time of any specified transaction so long as such Sectionsspecified transaction was permitted at the time incurred, including with respect to determining whether any Debt made, acquired, committed, entered or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sectionsdeclared as set forth in clause (i). For purposes of Section 6.15(a) or (b) and the Financial Covenant and testing the Total Net Leverage Ratiocalculation of compliance with any financial ratio for purposes of taking any action hereunder, on any relevant date of determination, amounts denominated in currencies other than Dollars shall be translated into Dollars at the applicable currency exchange rates rate used in preparing the most recently financial statements delivered pursuant to Sections 5.01(a) or (b) (or, prior to the first such delivery, the financial statements referred to in Section 6.23.04), as applicable, for the relevant Test Period and will, with respect to any Indebtedness, reflect the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar equivalent amount of such Indebtedness; provided that the amount of any Indebtedness that is subject to a Debt FX Hedge shall be determined in accordance with the definition of “Consolidated Total Debt”. Notwithstanding the foregoing or anything to the contrary herein, to the extent that the Borrower would not be in compliance with Section 6.15(a) or (b) if any Indebtedness denominated in a currency other than Dollars were to be translated into Dollars on the basis of the applicable currency exchange rate used in preparing the financial statements delivered pursuant to Section 5.01(a) or (b), as applicable, for the relevant Test Period, but would be in compliance with Section 6.15(a) or (b) if such Indebtedness that is denominated in a currency other than in Dollars were instead translated into Dollars on the basis of the average relevant currency exchange rates over such Test Period (taking into account the currency translation effects, determined in accordance with GAAP, of any Hedge Agreement permitted hereunder in respect of currency exchange risks with respect to the applicable currency in effect on the date of determination for the Dollar equivalent amount of such Indebtedness), then, solely for purposes of compliance with Section 6.15(b), the First Lien Net Leverage Ratio as of the last day of such Test Period shall be calculated on the basis of such average relevant currency exchange rates; provided that the amount of any Indebtedness that is subject to a Debt FX Hedge shall be determined in accordance with the definition of “Consolidated Total Debt”. (b) Each provision of this Agreement shall be subject to such reasonable changes of construction as the Administrative Agent may from time to time specify with the Borrower’s consent to appropriately reflect a change in currency of any country and any relevant market convention or practice relating to such change in currency.

Currency Equivalents Generally. (a) For The Administrative Agent or the applicable Alternative Currency L/C Issuer, as applicable, shall determine the Spot Rates as of each Revaluation Date to be used for calculating Dollar Amounts of Credit Extensions and Outstanding Amounts denominated in Alternative Currencies. Such Spot Rates shall become effective as of such Revaluation Date and shall be the Spot Rates employed in converting any amounts between the applicable currencies until the next Revaluation Date to occur. Except for purposes of financial statements delivered by Loan Parties hereunder or calculating financial covenants hereunder or except as otherwise provided herein, the applicable amount of any determination under any provision currency (other than Dollars) for purposes of the Loan Documents shall be such Dollar Amount as so determined by the Administrative Agent or the Alternative Currency L/C Issuer, as applicable. (b) Wherever in this Agreement requiring the use in connection with a Borrowing, conversion, continuation or prepayment of a current exchange rateEurocurrency Rate Loan or the issuance, all amounts incurred amendment or proposed to be incurred extension of an Alternative Currency Letter of Credit, an amount, such as a required minimum or multiple amount, is expressed in currencies other than Dollars Dollars, but such Borrowing, Eurocurrency Rate Loan or Alternative Currency Letter of Credit is denominated in an Alternative Currency, such amount shall be translated into Dollars at currency exchange rates then in effect on the date relevant Alternative Currency Equivalent of such determination; providedDollar amount (rounded to the nearest unit of such Alternative Currency, howeverwith 0.5 of a unit being rounded upward), that as determined by the Administrative Agent or the applicable Alternative Currency L/C Issuer, as the case may be. (xc) Notwithstanding the foregoing, for purposes of determining compliance with Sections 7.01, 7.02 and 7.03 with respect to the any amount of any Debt, Investment, Disposition, Distribution Indebtedness or payment of Junior Debt Investment in a currency other than Dollars, no Default or Event of Default shall be deemed to have occurred solely as a result of changes in rates of exchange occurring after the time such Debt Indebtedness or Investment is incurred or Dispositionincurred; provided that, Distribution of payment of Junior Debt is made, (y) for purposes of determining compliance with any Dollar-denominated restriction on the incurrence of Debt, if such Debt is incurred to Refinance other Debt denominated in a foreign currency, and such Refinancing would cause the applicable Dollar-denominated restriction to be exceeded if calculated at the relevant currency exchange rate in effect on the date of such Refinancing, such Dollar-denominated restriction shall be deemed not to have been exceeded so long as the principal amount of such Refinanced Debt does not exceed the principal amount of such Debt being Refinanced, except by an amount equal to the accrued interest and premium thereon plus other amounts paid and fees and expenses incurred in connection with such Refinancing plus an amount equal to any existing commitment unutilized and letters of credit undrawn thereunder and (z) for the avoidance of doubt, the foregoing provisions of this Section 1.9 1.08 shall otherwise apply to such Sections, including with respect to determining whether any Debt Indebtedness or Investment may be incurred or Disposition, Distribution or payment of Junior Debt may be made at any time under such Sections. . (d) For purposes of the Financial Covenant determining compliance under Sections 7.02, 7.05 and testing the Total Net Leverage Ratio7.06, amounts any amount in currencies a currency other than Dollars shall will be translated into converted to Dollars at the applicable exchange rates in a manner consistent with that used in preparing calculating Net Income in the most recently Company’s annual financial statements delivered pursuant to Section 6.26.01(a); provided, however, that the foregoing shall not be deemed to apply to the determination of any amount of Indebtedness.